Days Never Meant To Be
by Shade the Mystic
Summary: The dream is dead, killed in it's infancy. But does the death of the dreamer mean the dream itself is lost? A man broken by the world is tasked with picking up his friend's legacy, and what comes from this action will change the world. Heavy in continuity porn, so be prepared for a lot of obscure references.
1. Messages From The Ashes

Chapter One - Messages From Ashes

His hand wiped the tears from his eyes, his feet stumbling through the wreckage. It couldn't be gone. Not all of it. Not his friend...the children.

The fire had long since died down, the smoke now only a moldering ghost of a scent. Decay and rot had set in. The bastards hadn't even had the decency to bury them.

They didn't care, not even to use the corpses as research materials.

He leaned his back against a blown out wall, the soft, burnt wood giving way to his weight. There had to be something here. Something left of...

It was quiet. Like a violin sting a million miles away. But it was there. A hum, low and metallic and echoing on the corners of his perception. He turned his head

about, quickly looking for the source, stepping over rubble and bone. He followed it down the hall, kicking aside ruined books and destroyed heirlooms. To the study.

Yes, it had to be here still. He rushed to the far wall, to the still-standing bookshelf. How was it still standing? Why were the books still pristine, untouched by

fire or rain or decay? Of course...Charles, that clever son of a bitch. He had covered the entrance with the bookshelf.

But which book...his thoughts raced wildly. He was certain his arrival at the manor grounds had been noticed, that he had minutes at best before they returned, before this dilapidated crypt was a battlefield again. Hi ran his fingers across the spines of each book, looking for the one that wouldn't budge.

The Origin Of Species yielded nothing. Nor did Civilization and its Discontents. Nor did The Story of My Experiments with Truth.

Indeed, none of the books yielded anything. Until he got to the bottom row. Of course. Charles would have put the entrance switch low to the ground, where it would be easier for him to reach. The Once And Future King was the key, and as it slid mechanically back into place, the brazier in the fireplace clicked and groaned and shuffled aside arthritically, revealing a stairwell going down.

Deep beneath the manor, the halls were smooth and cold, with a metallic sourness to their scent. At the end of the hall was a large round door, seamlessly installed so as to be hidden. He drew a finger along the large 'X' embossed on it's face, stopping at the quarter-sized lens in the middle. He kneeled down, placing his left eye to the lens, hoping that this would work. It wouldn't. Why would it? He and Charles hadn't spoken in years, and had rarely seen eye to eye when they did. But...it had to work. It had to, or he had come all this way for nothing.

He stared into the lens for the longest second; the sudden blue ghost of a light and the mechanical humming nearly knocked him over, convincing him that it had been noticed by those he wished to avoid. Before he could stand to escape, the round door gave way, leading into a vertical tunnel, a bridge leading only halfway into it. A lone chair, elaborate and sleek in its design, was the only decoration. He uneasily entered the room, the doors closing behind him in a rush of air. Faint blue lights hung on the air, activating automatically as he stepped towards where he remembered the chair to be in the dark. His hand found the backrest, and he sat.

"Charles...I'm sorry. I...I ignored you. I let this happen."

His voice was hoarse and low. The tears came easily, the memories more so. His friend, the first person he had ever been comfortable with, his brother. The things they discussed, the stories and tragedies they shared. The plans they had made. This manor, this facility...he couldn't believe Charles had done it. Had really done it. It went from talking, to...well...

He laid his head against the backrest, weeping uncontrollably at the memory of his lost friend. And he gasped like a small child at a horror movie when a voice disturbed his mourning.

"Max...if...can-this **kkx"

The voice was worn and cracked from disuse. He concentrated, only lightly, only enough to feed the machine, to supply power to the right areas, move the right circuits.

A large blue form hung in the air, that of a man in his early forties, bald pated and thin in the face.

"Max, if you can hear this, then you were right, and my experiment failed. But...I still believe, Max. I still know they have good in them. Fear is a powerful motivator towards destruction, Max, but it's not greater than love or hope. We can show them. We can teach them. If...if the worst has happened to me, and to the children, I want you to pick up where I left off. There are so many, Max. So many who need us, and not just our kind."

Max stared at the light, the ghost of his friend. What was he asking? For him to take up the fool's errand that had gotten him killed? His children, his house, torn asunder?

He spoke before he realized there was no one there to speak to.

"Charles, no, I-"

The ghost continued uninterrupted.

"It's still there, Max. The dream. My dream. And a man's dream is always bigger than the man. Don't let my dream die with me, Max. Don't let my death be in vain. Show them. Teach them. We are one species. We are the children of Man. They've forgotten that. They've let fear and rhetoric drive their children from them, but we can forgive them. We can live with them, Max. I...I thought too highly of the men in charge, trusted that they would spare us...would show some humanity. I underestimated fear. You can learn from my mistakes, old friend. You can rebuild it better than I did. Make it stronger. Make it last. You can do this."

Max sat alone in the dark, only lit by the memory of his friend. He weighed his thoughts. Charles had believed...but it had gotten him killed, his children slaughtered. Max...had already lost most of his family. Only his daughter remained...his youngest. Could he truely risk his only family for a dead friend?

He shook his head, standing to leave. How could he? How could he throw all he had left into the line of fire, for a cause he had never believed in.

"Charles...damn you, no! You can't ask this of me, you son of a bitch!"

The ghost only stared down at him, unmoving and silent, but pleading, accusing in its eyes.

"They hate us...fear us. Why would they ever learn anything from us?"

Something cracked under his shoe. Max bent to pick it up, pulling it into the soft blue glow. It was curved, broad and golden, and not too dissimilar to sunglases in shape and function. Through the center ran a single red lens, a strip of...some sort of material, like glass but not. Max turned his head to where the device had lain, and saw the bones of a youth, no more than sixteen, seated by the door, obscured by the long and deep shadows of the room.

"You see, Charles. Even your staunchest supporter died for your insipid dream! It...all those children. What were you thinking, taking them into battle? Against armies? Against people who would kill them for being...what they were?"

The ghost of Charles only looked pleadingly at Max. Screens behind the projection flickered to life. Max squinted at the screens, the scenes they showed him. Old news footage. Riots and destruction. Hatred and war. Violence and fear and evil, all the worst of mankind's demons, all on display. It was a show Max had seen before, one he knew too well.

"I can't force you to take up my fight, Max. But I can show you the worst. This is what fear does to the world. It pits brother against brother, people against people, until all we have left are ashes."

Max rolled his eyes. He knew this all too well, and thought for sure that Charles had too.

"What kind of world does Wanda deserve?"

Time stopped. Max forced himself to swallow his heart back down into his chest.

Charles...damn Charles. He always knew the right button to press.

"It isn't an easy burden I'm giving you, old friend, but it leads to a better future for our children. If we do nothing, then all we're really doing is waiting for the clock to run out. For the boxcars to pull up and open their doors, and for our future to be in the hands of those who fear us as monsters. We must stand up, not in anger, not for revenge, but with confidence, with conviction. Stand up to them, but never fall to their level. Never to their fear and anger. Understand them, Max. What do you fear, after all? Do they not fear the same?"

Max swallowed air, trying to catch his breath back. The screens changed, to show files and fact sheets about various men and women. Some Max knew, some he did not. More than a few he feared.

"We were never many, old friend. Always few in number. But there are others hated and feared as much as we are, for much the same reason. They think we all diminish humanity, make what they are less special. Find them, as many as you can. With numbers, you have strength. With numbers, comes a wall of us, and they can never tear us down."

The ghost flickered and stuttered. Max reached out, but found nothing to fix; the recording itself was disrupted at the time it was made.

"They're coming, Max. Outside the door, I can hear them. Already...Bobby, Hank...my children are gone. Scott won't last the hour. The door will hold, but it doesn't matter. I'm finished. Please, Max...finish what I began. Save our kind, our world, from the devils of fear and hatred. Please.."

The recording died, and Max was alone in the dark. He felt his knees buckle under him, and his chest heaved wetly as the emotion overcame him.

Memories of Israel, Romania, Hungary flashed before him. Meeting Charles, fighting against the Communists, finding Magda and starting his family. Losing friends, losing his home...his wife and daughters, Anya and Lorna. Hiding away from the world hadn't helped him escape the pain. His son Pietro...

All of it was gone now. Only Wanda was left. Shining, brilliant Wanda and her laugter. But what about tomorrow? Would she be laughing when they came for her?

No. No, this couldn't happen. He had the power, he could keep her safe, keep her away from the danger. But for how long? He was only mortal, only human. He'd die one day, sooner or later and then she'd be at the mercy of the world.

But Charles had given him a long-term solution. A way to change the future, to make it better for his daughter.

Uneasy legs stood up. Max held his head high, his cheeks stained wet and hit eyes red and sore.

"Alright, Charles. You win. Show me what to do." 


	2. Players On The Board

Chapter 2 – The Players on the Board

"Gooooooood Morning, Noo Yawk!"

Janet Van Dyne fumbled for the alarm clock, slapping her hand down and struggling to find the _OFF_ button. She sat up in bed, feeling around for her clothes, refusing to give into peer pressure by opening her eyes and admitting she was awake. She found a pair of old jeans, felt around for the button, and slipped into them. Fumbling for her phone, she cursed as her hand nudged it off the nightstand and behind the bed. She bent over to dig it out, not hearing the footsteps behind her.

"Would you look at that view?"

Jan straightened up, bumping her head on the night stand and turning around.

"Hank!"

Hank Pym looked out the window, then at his wife, confused.

"What? It's nice out. A bit gray, but you know how much I like rain."

Jan cleared her throat, pocketing her dusty phone. Hank handed her a cup of coffee, beige, just how she liked it. "So what's on the calendar for today, hon? Maybe some lunch, some shopping?"

Hank held his spritely wife close, kissing her hair. "No can do, babe. We've got SHIELD coming in this morning."

Jan looked at Hank in shock. "What's happening? It's not bad, is it?"

"We'll find out, I suppose. Don't worry about it, whatever it is, we can handle it. You just go have some fun, and when you get back, we'll have some time for ourselves."

Jan crinkled her nose, but Hank was back out the door before she could protest. Deflated, she limply swallowed her coffee, and set the mug on the counter.

* * *

The woman walked through the sliding glass doors into the lobby. The whole room was brightly lit, white marble tile and columns, with monitor screens along the walls advertising the various business concerns the tower held. She walked up to the front desk, her heels clicking, and rested her hand on the counter, looking over at the mechanical receptionist.

"Excuse me, I think I'm expected?"

The flat screen turned, the face of a young woman projected onto it.

"Welcome to the Baxter Building. Please identify yourself for security purposes."

She let out a long sigh, wiping her short black bangs from her field of view.

"For God's sake, Andrea, it's...oh forget it. Monica Rappaccini, SHIELD. We have a meeting today." She muttered under her breath her disdain for the synthetic receptionist.

"Ah. Yes. Director Rappaccini. Apologies, my short term memory backup was recently the target of a cyberterrorist attack. Luckily Doctors Pym and Von Doom were able to restore me to full functionality, with only a loss of 3% standing memory files."

"That is just so fascinating," Monica derided, somewhat unhappy that her sarcasm was lost on the machine. "Are they here? I have a lot to do today and I'd like to get under way already."

Andrea's tone was measured and calculated, "Doctors and Von Doom are en route to the war room; Captain Rogers is there already."

"And the other one? Where is he?"

"Iron Man is on mission to Genosha. He will be returning later today, if projections are accurate."

The Director sighed in relief. She hated dealing with Iron Man, finding him smug and arrogant. She honestly wondered how any of the others could work with him, given his personality. The man was so abrasive, so self-assured and sneering...she supposed he would be flattered she thought of him at all, would say she was drawn to him, but the truth was, he scared her. Her, the Director of SHIELD, and some industrialist in a suit of armour terrified her. And not in a UST, animalistic way; in a very visceral, oh-shit-this-asshole-has-raybeams kind of way. At least he wasn't here, she thought. At least that was still in her favour.

* * *

The elevator opened up, and Monica exited passing by several technicians. She banked left and head down the hall to the war room. A janitor in his dunny gray work clothes was tending to a burned out electrical panel on the wall as she passed by, muttering his apologies for taking up so much of her path, his words tinged with an Eastern European accent. Monica waved him off, made sure not to step on his tools or his hands, and continued.

The war room was pale-lit bluish gray. Captain Rogers noticed the Director first, and stood, offering his hand to her. "Director Rappaccini, glad you made it. We hope this emergency of yours isn't too dire."

In the corner skulked a hooded figure, their face obscured by a dark green cowl. The figures breathing was low and raspy, Darth Vader-like and haunting. Seated across from the good captain was Hank Pym, moon-face beaming, a shock of auburn hair crowning what must have been a chubby boy in his youth.

"I'm afraid it is, Steve. I...had hoped Iron Man would be here, " utter bullshit, "but this can't wait. If you'll all have a seat."

Steve returned to his seat. The hooded figure remained standing; The Director hadn't thought he'd sit, he never did take orders. Almost as arrogant as Iron Man. The Director set up a small box like device on the table, pressed a button, and a monitor on the wall behind her sparked to life. The screen filled with fire and smoke, sounds of gunfire and screaming, showing what looked like a ruined city block under siege. People ran for their lives as the camera shook violently.

"This came to us four hours ago from the West African Office. This is Mroko-Lempur, a smallish city, population one-point-two million, in the heart of Niganda. At oh-three-hundred this morning local time, Prime Minister Raymond M'Butu was assassinated, and his palace apartment reduced to rubble. Along with the city surrounding it."

The three men watched as buildings shook apart, collapsing to the ground, already littered with bodies.

"My god," Pym intoned. "What did this?"

The camera shook again, this time more subtly, as it spun around to show a tall black man, head shaved clean, as he calmly walked down the street, the world moving around him.

"Not what, Doctor Pym. Who. This man. Moses Magnum. I'll debrief you on him, after the man himself says his piece."

Steve opened his mouth to question this, but a deep baritone interrupted him.

"You're seeing this? You are capturing this? Excellent, let the world see. Hello, Mr. President. Greetings from Niganda. Greetings from Africa. And greetings from Magnum. I want you to see, Mr. President, what happens when you push people down. You have imprisoned many others like me, people with powers. You call them mutants, or exotics, or whatever euphemism you have to dehumanize them. You arrest them without cause, imprison them without trial, and execute them without mercy, and you have the gall to call yourself a leader amongst men. Well I am here now, Mr. President, and I will show the world that the only place you lead men is to the grave. My name is Moses Magnum. I am coming for you. And what I have done to this pissant banana republic will seem like a day at the beach compared to what I will do to America. Have a nice day, Mr. President. It will be your last."

The camera went black after that.

"Good god, an entire city? Why haven't we heard about this yet?"

"Because," came the rasping, metallic answer from beneath the green hood, "if the world learned that an exotic could destroy a city by walking through it, order would be impossible to maintain."

The Director nodded. "Precisely. The President has ordered that all information regarding the Nigandan massacre be suppressed until Magnum is deep in the cold, cold ground. SHIELD is providing relief covertly through several charitable fronts, but we still can't enter some parts of the country. It seems Magnum didn't come alone, and we have no intel on his compatriots. Magnum himself, however, we have a glut of intel on" She clicked a button on her watch, and the screen changed to a more focused close up of the man himself, clearly younger, going by the long dreadlocks tied behind his head.

"Moses Abraham Mwanajuma, Ethiopian arms dealer, warlord, general all-purpose fuckstain. He was on SHIELD's radar before, but when we took over the government's anti-exotic mandates, he fell down our priority list like a shot from a cannon. Where he got powers from is unknown. Hell, we don't even know if he has _powers_ ; all we have determined is that he can walk through an earthquake untouched. Perhaps one of his lackeys has the power, or it's tech-driven, or some other option, we just don't know."

Steve Rogers was silent for a long second, then stood up. "Alright then. We'll go in, get ground intel, and take this sick bastard out, along with anyone else he might have with him."

Hank rubbed his neck nervously. "I don't know, Steve, this smacks a hell of a lot like the New Mexico thing. We go in, minimal info, and we get tossed around by a seven foot tall leather daddy with a flaming skull. Shouldn't we wait until we know more?"

Again the hooded figure spoke up. "And while we wait, how many more will this lunatic kill, Pym? It's not an ideal situation, but if this Magnum can level a city with his mere presence, then time is of the essence. What word from Wakanda, Director?"

"Wakanda knows about the attack – they would, keeping anything a secret from their Queen is just about impossible – but they've refused any help from SHIELD. We believe the Wakandans are hoping their vibranium stockpile can neutralize Magnum's ability, but true to form, they refuse to share it with anyone else. All of this makes your job even more difficult. The two countries have a peace accord in place that explicitly forbids SHIELD from entering either nation. If Magnum hadn't wanted us to see this video, we'd have never known about it in the first place. What this means, is that you'll be going in naked, no SHIELD support at all. We can't even fly a satellite over either country."

The hooded figure sighed, the sound similar to a radiator hissing. "No matter, Director, we have our ways."

Steve stood up, his jaw set. "We've wasted enough time, then. Director, you can trust us to deal with this. The Fantastic Four will handle Moses Magnum."

* * *

Steve Rogers, now fully dressed in his blue scale mail armour as Captain America, prepped the Quinjet for take off. Pym sat in the copilot's seat, with the third man in the passenger row.

"All lights green, Steve. ETA to Niganda at top speed is ninety minutes."

"Clearing circle, V-jets firing You hear that, Victor? Ninety minutes for you to use that brain of yours to figure out how to stop a walking seismic event. Can you do it?"

The hooded man – Victor – responded with his usual metallic rasp. " Of course, Captain. The only thing I can't do is think of what I'll do to fill up the other eighty-four minutes."

The ground crew cleared away from the sleek, black jet plane, as it lifted from the roof tarmac, a good four storeys up, then flared its thrust engines, taking off at a fantastical speed.

* * *

Deep in the recesses of the Baxter Building, the janitor watched for guards as he crept along the dimly lit corridors towards the server farm. He half-sprinted towards the server room, gritting his teeth and trying to keep up the electromagnetic refraction field that rendered him invisible to the camera.

Looking at the magnetic card reader barring his path, he only chuckled. Magnets. Dearest god, he thought, why not just put up a banner saying "Welcome, Max?" It barely took a second for Max to disable the security system, the alarms monitoring the security system, and the four layers of redundant defensive measures after that, and open the door. He slid inside, sealing it behind him again with a magnetic field, and went to work. Pulling a small hacking device from under his hat, he knelt next to

the massive rows of supercomputers, and began looking, searching, for what he needed. In a flicker of ones and zeroes, the device in his hand filled with names and faces, information and profiles.

Where were they? Who were they? And could they be trusted? He had to know.

And somewhere, a small device in the corner sent a small message upstairs.

* * *

Iron Man wasn't having any of it. As he tore into New York airspace, he muttered to himself angrily, using the terms, "coconut chucking beach monkey" more than once, and worse invectives besides.

The mission to Genosha – an attempt to convince the Genoshan Magistrates to support a SHIELD base to catch exotics fleeing American justice – had been an abysmal failure. Something about, "the Genoshan way is one of acceptance and peace; let those disenfranchised by America and her policies find shelter on our shores," usual hippy bullshit. Perhaps a well aimed ARC-particle thrower aimed at their dinky little tropical cat box would let them know who was in charge.

A small mechanical pop broke his inner tirade, the holographic screen inside his helmet alerting him to an alarm. He rolled his eye over the interface, accessing his private line. His sensors had picked up a body in the server farm. HIS server farm. He rolled his eye to the intercom icon, and opened a channel.

"Baxter Building, this is Iron Man, coming in."

Andrea's synthetic chirpiness responded, "Welcome back, Mr. Sta-"

"Why is somebody in the server room, you idiotic tinker toy?"

The artificial receptionist sputtered as it processed this new abuse. "Systems show nobody has accessed the server farm in three days, Mr.. St-"

"You incompetent collusion of ones and zeroes, you've wasted enough of my time. I'll deal with this myself."

Iron Man closed the com channel, and dove for street level like a missile.

* * *

Max checked the progress on his scan. Only six percent. This database must be massive, he thought.

His next thought was, "what happened to the sound?", mixed with "why am I on the floor?" and "where did the ceiling go?" The explosion had taken him by surprise, throwing him into the wall and cracking two ribs, making each breath a burning stab in the side. Wheezing in agony, trying to keep his sides together, Max rolled over and saw, through the spears of light and noise raining down on him, a large gunmetal gray figure, thick and bulky, slowly descending from above, great circle in it's middle glowing hot white. The figure held out it's left palm, another glowing circle humming in the centre of his hand, and a voice, distorted as if over a radio, boomed out.

"Welcome to the Baxter Building, asshole. Step away from my computers, and I'll only murder you a little."

Max moved to sit up, his side on fire, and with a sharp wince, fell back to the floor. The heavy footsteps of the armoured man rang throughout Max' skull. He tried to rise again, only to feel a hot blast and blinding light hurl him to the wall.

"No no," sneered Iron Man, his hand smoking, "don't get up. Let's get to know each other better."

Standing over the winded and burnt intruder, Iron Man planted a single, massive boot on Max' chest, threatening to crush him underfoot. "Me? I like moonlit walks along the beach, fat-free frogurt, and killing impossible idiots like you. And you? Breaking into secured private property for the purposes of industrial espionage I know, but what makes you, you?"

Max struggled to breath, struggled to do much of anything given the massive weight on his chest. He pulled at his hand, pinned behind his back to the floor, trying to free it before it was too late. Iron Man's feet began to glow, signalling that he was about to fire his rocket boots. Max had run out of time.

"You know, I should probably interrogate you, find out who hired you. But really, the day I'm having, I just to want to kill some dumb bastard, and you're our lucky contestant."

The hum and heat of the rocket intensified, and Max could smell his skin burn. In a burst of fear and panic, he shouted, throwing Iron Man off of him and clear through the remaining walls, landing him a solid twenty feet away. With a thought, Max' drive flew to his hand from under the rubble, dented and scratched, but whole. Iron Man rose, lifting his head to Max, practically burning red hot with anger and confusion. Max concentrated through the pain, forcing himself to levitate up towards the hole Iron Man had provided, blood speckling his lips.

"What the hell?" was all Iron Man could say.

Max said nothing – he figured anything he said know would only give his plan away and he was too scared and hurt to think straight at the moment anyway – so with a gesture he flung Iron Man further back, embedding him in a nearby elevator, and drifted out of the hole, blowing out a wall on the floor above and flying as fast as he could into the daylight, scattering pedestrians in a panic. Iron Man scrambled to pull himself out of the elevator shaft clumsily, raving in rage and frustration,

"You son of a bitch! I will find you, and I'll blow your goddamned head off!"

Max came to a rooftop near the river. When he was sure he hadn't been followed, he slumped down onto the hot asphalt, feeling for his broken ribs. Wincing at the stabbing pain in his side. He carefully opened a drop bag he had placed there earlier. He pulled out a burn phone, and dialed the one number on it. "Moira," his voice limp and breathless, "I need help."

* * *

Victor scanned the city blocks ahead, the glow of the fires lighting the sky orange.

"Anything?" Captain America called up, standing amidst a half-dozen unconscious looters they had happened upon.

Victor stood away from the roof's edge, and dropped onto the streets below, creating a minor shock wave with his impact.

"Magnum has set himself up in the ruins of the President's palace. Steven, it's a horror show. Like something out of 'Apocalypse Now.' Bodies on display, men, women...children."

The Captain set his jaw, gripping the leather straps of his shield tighter, and set forward.

"We're ending this. Hank, ant-sized, I want an ambush waiting in case the worse happens. Victor, you're point. I'll try to find a sniper's position behind him."

The Captain darted down a ruined alleyway, as Hank Pym vanished from sight, leaving only the sound of air rushing to fill a void behind. Victor, alone, walked determinedly towards the rubble of the palace, ignoring the gruesome tableau of hanging corpses and impaled heads lining the street.

Moses Magnum stood in the middle of what was once the President's kitchen, shattered black marble clattering at his feet, amidst the broken pieces of what were once the President's bodyguards and family. He held in his hand a dark green bottle of wine, a Chateau LaFite 1787, the cork crunched between his teeth. He spat the cork onto the President's wife, and swung his head back, taking a deep swallow, before spitting it back out, retching in disgust.

"What is this shit!? Can't you rich assholes ever get the good stuff?"

A grim, reverberating voice echoed behind Magnum, surprising him.

"Barbarian. Bordeaux is only good for fifty years. That "wine" turned to vinegar while your ancestors were living in dung huts fighting the Egyptians for their Empire."

Magnum spun around, dropping the bottle to the broken ground. He sees Victor, standing like the grim reaper, his armour looking like a stern iron gargoyle hidden by a tattered green hood.

Moses laughed, "So you got my invitation. Good. I hadn't expected to see you so soon, to be honest. Doctor Doom. Tell me, do you like what I've done with the place? I thought it could use a small makeover. A new backsplash, some throw pillows, the absolute extermination of all mundane life. I think it's divine...perhaps I'll share my design vision with Latveria, hmm?"

Doom moved towards Magnum menacingly, only for the ground before him to explode outwards, stopping him cold in his tracks. Magnum sneered at Victor, a smug look that only served to make Victor want to hit Magnum until he was a weeping stain on the ground.

"Let's not be hasty, Doctor. Why not wait for the others to arrive, hmm? Let me guess...Doctor Pym will be coming in ant-sized, so I don't notice him. The good Captain will be somewhere I won't see him...perhaps high and behind me? A good place to take me out with that shield of his. Such a brave man, fighting from cover and at a range. I'm sure the Nazis were quite terrified of him, such courage."

Victor only stared at Magnum, knowing that his compatriots would be in position shortly. Magnum wasn't the patient sort, however, and spoke again, raising his voice to echo through the ruins.

"But wouldn't Hitler be proud of you now, Captain? Siding with the same racist filth that he spawned! I wonder, when they're shovelling exotic children into furnaces, will you salute the flag still? Will you even think to shed a tear, or are they all just Untermenchen to you, either way?"

The response was the twanging whistle of Captain America's shield as it cut through the air, arcing towards Magnum's skull, only to bounce harmlessly off of...well, nothing. Magnum turned to the direction from which the shield flew, smirking at the man in blue trying to hide in the rafters.

"Don't be afraid, Captain. Come down here, and we can settle this like men."

Steve rolled backwards off the beam supporting him, landing perfectly on his feet.

"Like men? Men don't butcher entire nations for no good reason, Magnum."

The earth shook, as Magnum's voice hit a crescendo pitch in anger, "No good reason? You murder exotics, and you call my act of resistance, 'NO GOOD REASON'? I have EVERY reason to butcher these monsters! Niganda is one of the few countries on Earth that administers the Trask test to unborn children! Any fetus found with the potential for exotic powers is aborted, and both parents sterilized! What, pray tell, is the 'reasonable' response to that, Captain? Lay back and think of fucking England?"

The only response was the sound of unearthly creaking, as about twenty feet above Magnum, a man in an orange and blue bodysuit exploded out of nothingness, eclipsing the sky and dropping on the murderer, sending his two compatriots flying back and decimating what was left of the palace. As the dust settled, Hank Pym stepped over the bombed out wall of the palace, his body creaking and moaning as it shrunk down to human-size.

"My god he liked to talk. Everyone alright? I didn't hurt you guys, did I?"

Victor walked through the dust, shaking his hood and venting his armour. " We are fine, Pym, although further notice in the future would be greatly appreciated."

Captain America kicked up his shield, catching the leather straps deftly. Something troubled him.

"Victor, what was that with my shield? It looked like it bounced away from him."

Victor paused for a second. "Yes...it did."

Before another word could be uttered, Victor vanished, a stream of dust marking his disappearance, leaving Hank and the Captain staring in bafflement. Before they could say another word in bewilderment, Hank fell to his knees, screaming in pain and clutching his head. And behind him, Moses Magnum rose from the wreckage.

* * *

Two miles away, Victor slammed into a tree, crushing it's dried, ancient trunk with his armoured bulk and scattering into the dirt, pock-marking it with impact. Rising from the mini-crater he had found him in, Victor could only watch as a white streak U-turned back towards the city ruins, leaving him to hobble after it.

* * *

Captain America struggled to stay conscious, as the world around him hummed deafeningly, his teeth rattling in his skull. He hid behind his shield as Magnum closed in, the air around his outstretched hand vibrating, setting the whole world to a blurry, throbbing beat. Hank was staggering to his feet, retching and stumbling, when Magnum hit him with another seismic blast to the head, disrupting his inner ear again and causing him to crash to the ground.

"Arrogant fucking Americans. You thought you'd swoop in and save the day? Come riding in on your white horses, like John Wayne, shoot up the bad guys and get the girl? I do so hate to disappoint you, Steven, but you are not John Wayne, and this is not the Rio Grande."

Magnum leaned into the Captain's face, sneering smugly, Magnum's vibrating hand only inches from his face, setting his teeth to a painful rattle. Steve kept his eyes open, focused on Magnum's, flashing with righteous anger; if this was how he was going to die, he was going to look his death in the eye, he thought.

Magnum stood up, and the world stopped shaking. Steve only stared at him in defiance, daring him to attack.

Magnum sneered, "Not yet, Captain. When it happens, I want there to be an audience. I want you all at top strength. All of you. Even Iron Man. I was disappointed he wasn't here. His company had a hand in all this, you know; enabling the Nigandans and their genocide. So breathe easy, go home and get some rest. Because there will come a day, unlike any other, when Earth's exotic men and women will find themselves united against a common threat. On that day, we will all be avengers."

Steve leaped forward, swinging his shield at Magnum's face, but in a blitz of white and silver, he was gone, leaving only a trail of spinning dust in his wake.

Steve forced himself to his feet, and walked over to the screaming Doctor Pym. Kneeling at the agonized scientist, the Captain could only watch as Pym clutched at his ears. Heavy metallic footsteps alerted the Captain, and he turned to see Victor, limping. "What happened to you?"

Victor snorted indignantly, "Magnum wasn't alone. Your shield bouncing away from him, that...blur that blindsided me...he has an organization behind him. What happened to Pym?"

"Magnum hit his head with...whatever it is he does."

Victor knelt by Pym, tapping a compartment on his thigh, which opened to reveal a series of metal-tipped miniature syringes. "Has he vomited yet?"

"No, I don't think so. What is this, Victor?"

"If Magnum can generate a seismic wave powerful enough to move tectonic plates, Steven, think about what it could do to a human's inner ear."

Victor picked a syringe, and tapped it, shaking up an air-bubble that he promptly squirted out.

"No worry, I can't imagine it's fatal. Very unpleasant. Magnum stirred up the fluid in his inner ear like a typhoon. Some sedative will calm Pym down, and an inertial dampener will calm the fluid before it bursts his tympanum. He'll have to be taken off roster for a few weeks while we recovers, and only after I've given him leave to use his powers. A giant with vertigo is a liability to us all, Steven."

Victor applied the syringe, and after a few seconds, Hank Pym stopped screaming, and settled into a fitful sleep.

* * *

Aboard a salvaged Sikorsky CH-54 heavy-cargo helicopter, Moses Magnum smiled as Niganda disappeared far beneath him. In the copilots seat was a hooded youth, vibrating ever so slightly with a soft white diffused aura. Piloting the craft was a large, muscular bald man with a thick neck and jaw, and hovering about the cargo area was what looked to be a toddler in a flying chair, only this toddler had an overgrown and misshapen head and green skin.

"I hope you got what you came for, Moses," the green thing said in a high-pitched, creaking voice. "You tipped our hand by revealing our existence too early."

"Nonsense, Samuel. At best, they know I have others. But who those others are, and what they can do...but still, we should do some shopping. We'll need some more secret weapons if we're to do this properly. Any luck on that front, by the way?"

The green thing smiled, it's teeth crooked and yellow, a fading grey moustache stretching around it's sick

grin. "Funny you should ask that. There's something you need to see." Samuel led Moses to

a small monitor screen, plugged into the choppers electrical systems.

"This all happened a few hours ago, just before the Fan-spastic Trio started tripping over their long johns."

The screen showed the front of the Baxter Building at street level, cars and pedestrians passing by quickly. Suddenly, a gunmetal gray blur slams into the street, tunnelling deep underneath it."

"Iron Man. I wondered why he hadn't shown up. But what is he doing?"

Samuel chuckled hoarsely, "I wondered that myself. Then, a hundred-eleven seconds later, this."

A gray blur shoots out of the hole left in the street, streaking past the camera. Samuel froze the video, and turned to Moses. "Iron Man was responding to an alarm in the Baxter Building. Seems they had an intruder in the lower sections. An exotic. And Moses? I ran a satellite imaging scan over the street during the three minutes after this was taken? The area experienced a noted spike in electromagnetic radiation. Who ever this person is, they're magnetic."

Moses Magnum smiled wide, his mind blazing with possibilities. "Well then, we should find this magnetic person, and make friends, don't you think?"

* * *

"You stupid, stupid man. I didn't agree to help you commit suicide, Max!"

The angry Scotswoman's face turned beet red as she bandaged Max' ribs in the cramped motel room.

"Just what the bloody hell do you think you were doing, going into the Baxter Building of all places? What if they had caught you? Ah hell, they did catch you! What was going on in that fool head of yours?"

Max winced as she tightened the wrapping, certain that she was doing it on purpose out of her annoyance with him. "I had to, Moira. With Charles' computer files gone, the Baxter Building is the only place on Earth with a comprehensive list of suspected exotics."

Moira sneered, throwing aside a bloody cloth and standing up from the bed. "Charles. That bloody fool and his damned crusade. It got him killed. Him and his children." Moira peeked open the faded yellow curtains a bit, looking up at the sky paranoidly. She turned back to Max, who had reclined on the bed, taking up a nearby bottle of scotch and set on relieving it of it's contents. "You don't have to do it, you know. He had no right to ask you, and you don't owe him a damned thing." Max took a slug from the bottle, wiping his mouth. "He asked me once before. When we first fled Europe, the twins and myself. Hungary had just gone anti-mutant, there were purges in the street. We barely got out...I lost Magda, Anya, and Lorna. He found me in Argentina, asked me to come back with him to New York, to help set up his school." Another slug, a longer one, and a loud swallow broke his silence.

"I said no. I had two eight year old children to see to, I couldn't go running off to...to build an army. God, I don't even know what he was doing. Teaching children to fight? Was he mad?"

Moira let the curtain slide from her fingers. "No...not mad. Desperate. He thought SHIELD would hesitate to fire on children, even exotics. He was counting on them being bloody human beings, instead of anonymous meat-robots."

Max pulled another slug from the bottle, coughing as it burned down his throat. Once the sputtering and hacking had stopped, he laid his head on the pillow, closing his eyes.

"Well that won't be my mistake. First rule: no children. If this is going to work, it needs to be done right."

Moira pulled the bottle from Max' hands, and slugged back a shot herself, wrinkling her nose at the weakness. "No...no, that won't work. You get a bunch of grown men in uniforms, saying how they'll change the world, and the only word on people's minds is 'terrorist'. Maybe Charles had the right idea. Children are a symbol of hope. We're _supposed_ to want them to change the world. I mean, you don't want to look like a fascist, do you?"

Max scoffed. "Right, because a fascist would never parade around children in uniform to sell their politics."

"I'm only saying, the message you're trying to sell will be hard enough. Having some of the younger generation up front could soften the image, make what you're about more palatable."

Max looked at her in surprise, the scotch starting to blur his eyes. "You've got to be joking."

She slammed the bottle down, sloshing the contents onto the table. "Hell no I'm not joking! You do this right, set up a school to teach them how to use their powers, how to survive without being monsters. At the same time, you take the adults out there, the ones on the run, and you give them a place to stay, a place to belong. They teach the kids, and act as the fighters when the time comes. Kids stay out of harms way, everyone wins."

"You really think there's a 'win' at the end of this, Moira?"

Moira sat up, straightening her blouse. "I don't know, Max. All I know is, Charles believed in you enough to ask. And if something isn't done, then that maniac in the White House will have slaughtered a generation for nothing."

Max leaned over the bed, pulling out the drive and connecting it to Moira's laptop on the floor.

He loaded the information from the drive, sucking through his teeth. "Well...I wasn't able to get everything. I only got about six percent, but it's still a fair bit."

Moira got up heading to the bathroom, undoing her blouse. "Who's first, then?"

Max licked his lips, watching the names scroll by. "This one. Same name as my son...Moira, where's Forest Hills?"

* * *

Steve Rogers pinched the bridge of his nose, as the technicians strapped Iron Man's armoured frame into the winch.

"Go over this with me again, will you? You...picked up an alarm, and rather than let security handle it, you demolish the street, our front lobby, and two sub levels, wreck the server room trying to save it, and then get thrown about by one man, who still escapes with...what, exactly?"

Iron Man was thrashing about, trying to push the technicians aside indignantly. "Information. Dammit, get off of me, you glorified interns! I'll get myself out!"

The nearest tech protested, "Sir, you can't lift yourself in the position you're in. The armour's too heavy and cumbersome. Now if you'd just let us-"

"Finish that fucking thought-"

"Language." Steve admonished.

"-And I'll have your replacement clean up your remains with a vacuum cleaner."

\The technician stood back, rolled his eyes, and dismissed his team, muttering under his breath.

"Look, Steve, who ever this asshole was, he was not just some random prick off the street. He knew what he wanted, where to get it, and had the power to back it up. I think we're dealing with a new player here."

Before the Captain could offer his opinion, the elevator opened, Victor stepping out.

"Hank is resting in the infirmary. Janet...is taking it well, all things considered." Victor turned his head to see Iron Man, still on his back in the crushed elevator shaft.

"Dear god, where are my technicians? They were supposed to pull you out of there."

"Those incompetents? I wouldn't trust them to program my VCR! I don't need your interns' help, Victor. I figured out this suit of armour, I can stand up under my own power."

Victor only stared at Iron Man's manic flailing, then turned to Captain America.

"Steve, I've been thinking. Iron Man's attacker picked the moment we were all away to strike. It was only dumb luck," he looked at Iron Man, still turtled on his back, to which an indignant Iron Man retorted, "Go fuck yourself, Victor."

Victor cleared his throat, "It as only dumb luck Iron Man returned at all. I think this mystery man may have been working for Moses Magnum."

Steve nodded. "Makes sense. We're off getting humiliated by Magnum, while his man breaks in and makes off with out intel. Any idea what he was after?"

"Well, I've gone over our database, and although much of it was damaged by," motioning towards the awkward metal figure splayed on the floor, who returned with "Either fucking help me or die in a fire!"

Victor walked over to the metal-clad man-child, digging his armoured fingers into Iron Man's chest plate like it were tinfoil, and pulling him up one-handed. Iron Man, ever the picture of decorum, stormed off, grumbling about how he had to repair his armour and retrofit it to kick some ass. Victor continued. "Our intruder was after our intel lists. Known and suspected exotics, their identities, locations, abilities. If I'm correct, and he's working for Magnum, he may have just handed over a recruitment list that I, frankly, don't even want to think about."

The Captain walked with Victor to the elevator; "Hmm...tell me you can find this maniac before he can get that intel to Magnum."

"Captain, I am Doom. You needn't even ask."

To Be Continued...

Next Time – _Max begins to rebuild the X-Men, starting with someone unexpected. Meanwhile, the Fantastic Four is taken to task for both their failure in stopping Moses Magnum, and in letting their data be stolen. And Magnum begins growing his army, recruiting exotics into his group, all to prepare for his master stroke against the US government._


	3. Off The Wall

Author's Note – Just a warning, there is some bad Google Translate towards the end. I don't actually know anyone who speaks Italian, and I needed some very specific dialogue, so...Internet to the rescue! ...sort of. Also, none of that dialogue reflects my opinions or views in anyway, they're just horrible people, and horrible people are always racist. Because racists are always horrible people, I guess.

Off The Wall

"This is a city-wide Code Stamford alert for all five Burroughs. Police and SHIELD officials are

advising civilians stay off the streets. A rogue exotic has been sighted in the vicinity of the George Washington Bridge; police and AEI enforcement agents are in search of this exotic-"

The wall of screens filling the electronics store window flashed the smooth, triangular face of a young man, no more than fifteen, with hazel eyes and dark brown hair.

"Officials are withholding the exotics name for safety reasons, but he is suspected in the deaths of two police captains and the assault resulting in hospitalization of a local high school girl. Suspect is five-foot-five inches, one hundred-four pounds, and is considered cataclysmically dangerous. If you see the suspect, do not confront them, but instead notify the SHIELD/AEI officers in your location. Repeat, this is a city wide-"

He juked to the left, a piece of mortar exploding as the sniper round struck empty rooftop. Looking around quickly, he spotted an open window. His mind raced with thoughts, "can I make it?", "why is this happening to me?", "what kind of idiot leaves their window open in this town, do they hate their possessions?", as he ran for the window, ducking to avoid another bullet. He leapt, compressing himself into his knees as he squeezed effortlessly through the window. The residents screamed and recoiled as he slipped in, the father grabbing his children. He only smiled, sheepishly, apologized with a small nod of his head, and bolted for the door, "Sorry to barge in like this folks. Lovely place you have here. Say, is that a Rembrandt?" he rambled off as he vanished down the hall. He caught himself on the railing, muttering to himself, "Alright, now what? " A searchlight cut through the skylight overhead, shocking him into ducking down, holding his breath. The very second it passed, he threw his legs over the railing, dropping down sixty feet to the floor on his haunches. He spotted a large, scruffy looking man exit the room marked, "Laundry", and quickly stepped in before the door closed behind him. Looking around, he spotted a hamper full of dirty laundry, and quickly rifled through it, finding an oily pair of jeans covered in what he hoped to god was lemon pudding, and an oversized hoodie that smelled like it had been found in an Egyptian tomb. Shaking his head and sighing, he slipped the soiled clothes on, and quickly sidled into the hall again, tearing at the fire alarm hung on the wall as he passed by, rushing out the exit. He drew the hod over his head, and shuffled slowly down the street, as the searchlight from above moves in a beeline down the block. He stayed close to the building walls, getting lost in the shadows, and hoping he could get somewhere – anywhere – without passing someone he knew.

He didn't get twenty yards when he felt the heat of the spotlight land on him. The SHIELD gunship hovered over the street, sweeping the searchlight precariously. He thought for a second that he was caught, slowly this thought giving way to the idea that maybe they didn't suspect him. The loud static in his skull told him otherwise, and a split-second before the pavement was chewed up by heavy fire, his feet were pulling him down the sidewalk. He leapfrogged over a parked car, as it wilted under a hail of gunfire, throwing up his arm as he came down to the ground. A wire of fibrous material shot from his wrist, and with a jerk of his forearm, he pulled himself into the air, vanishing into the deep shadows of the buildings and alleyways.

The pilot pulled the gunship back, painting the alleyway with the spotlight, the ledges and uneven shadows of the buildings casting wide hiding spots, impenetrable from their vantage point.

"Shit. SHIELD One, this is Hunter Red Zero, bogey has eluded us. Returning to base for debrief and advise, over."

Somewhere, unaware that his pursuers had called off the search, the lithe and spindly youth raced away into the night, tears streaming down his face.

The flashing lights covered the well-groomed suburban neighbourhood in a mixture of red, blue and yellow light. Max weaved his way through the crowds of people holding throng around the police barricades. He stretched his neck to see over a bevy of muttering heads, and saw in the flashing lights a smouldering wreck of a house, burnt wood and collapsed tiling being sifted through by firefighters. A small black form was carried into a mortuary ambulance, and Max heard soft whispers among the crowd, idle muttering about the woman who had lived in the house. One woman, short and thick in the middle with silver hair hung in curtains over her ears, breathed in hushed tones to the spindly old man next to her, "I always knew that boy would be trouble. I just never thought it would be like this."

* * *

Max moved behind her, reaching into his pocket for the press badge and tape recorder Moira had given him. He quickly pinned on the badge, "Stephen Lombard", to his vest, and loomed over the woman, startling her when he spoke up.

"Excuse me for interrupting, Madam, but I couldn't help but overhear. The police haven't been exactly forthcoming with information, do you know what happened here tonight?"

"Do I know? I only live next door to her. Poor dear, we were best friends. She never could catch a lucky break, I'm afraid."

Max offered her a handkerchief, which the lady took and dauber at her wet eyes.

"M'name's Anna May. Was Watson, before my dog of a husband...no, now's not the time, I'm sorry.

It's...it was May Parker's house, see? My neighbour. She was a good, God-fearing woman. Never had a sore thought for anybody. Lived there for twenty years with her husband, bless his soul."

"I'm sorry, did you say, May Parker?"

Anna scowled at the reporter, "Well of course I did. Aren't you listening? I always knew that boy would bring her trouble. Ever since her husband was killed, the boy became a flake. A slacker. Always running off, never taking responsibility for himself. It was shameful. And now this! Turns out he was a mutie the whole time!"

Max bit the inside of his cheek, holding his comment to himself. "A...I'm sorry, I'm missing a lot here? What boy?"

The small woman became indignant, " Why, her nephew! Or rather, Ben's nephew. Never knew his brother, died when the boy was little. Wife, too. Damned shame, an air crash, I think. So Ben and May took the boy in. He was...well, it's old hat now, but you know what they always say; "he was quiet, kept to himself." Always alone, up in his room, with his telescope. God knows what he was looking at, had the damned thing pointed at my niece's bedroom window!"

"Are you saying...Peter did this?"

"What? No, not him. Those robots. The one that scientist fella made, the giant man in the Dexter Building. Is that it? No, that's...Baxter, that's it, the Baxter Building."

Max' eyes narrowed. "Hank Pym?"

"Well, I suppose. Don't know all their names. Anyway, we're all sleeping, the whole neighbourhood, when these...laser sounds start waking us all up. I rush outside, and the whole house is on fire, four of those robots are shooting at the Parker boy, and he's bouncing around like a flea on a trampoline punching them – and wrecking them! It was...it was horrible. And to find out that he killed those two police officers? He even put one girl in the hospital, my niece's friend. We had that monster living next to us all this time. You ask me, the President's right about them, those power people. The sooner they're all gone, the safe we'll all be."

"Thank you, Ms May, that's all I need." Max tucked the recorder back into his pocket and walked away, cursing his lateness to the whole affair. Anna May called after him, puzzled. "Hold on! How'd you know Peter's name?"

Max swore under his breath. He should have been faster, should have been here to save the woman, to save Peter. He slumped onto the curb, buried his head in his hands and wept. It was all too much, too similar... another boy, another Peter, lost to him. Perhaps this was a sign, that this crusade of his, Charles' burden, was a fools errand and should be cast aside. What was he thinking, trying to step into Charles' shadow? He couldn't even protect his own family, how could he save complete strangers from the entire world?

 _Stop it,_ the small voice said. Max blinked in confusion. Had he...? No. This wasn't him. He wasn't the sort to feel sorry for himself. He shook himself hard, wiping the tears from his face, and stood up. He pulled out a quarter and found a payphone, dialing the motel and rubbing his red wet eyes. After a few rings, the desk clerk answered, and at Max' behest, called for Moira. Her lilting Scottish accent filled the line. "Max, what is it?"

"I was too late, Moira." Max' voice was heavy and cold. "Pym's Sentinels found the boy before I did, he's gone. His entire house is-"

"What are you talking about, it's all over the news! Max, someone leaked his face to the press! SHIELD was hunting him in the Brooklyn area!"

"No, Moira, you're not making any sense, I'm here at his house, it's gone. He's gone."

Moira's voice escalated in annoyance; "Did you see his body? Charles always said that if you don't see the body, never assume they're dead. The boy on the news matches the one in the data drive you stole from the Baxter Building. It's him, Max. He's alive!"

Max swallowed some air. Suddenly his head felt lighter. "Where is he right now, Moira?"

* * *

Th Holy Ghost Church opened it's shelter doors every evening at five, rain or shine, like clockwork.

Father Francis Delgado had inherited the rectory from a Father Anthony DiMazzoroni, a nice enough man, he had heard, if a bit humourless. Father Frank, as the kids called him, noticed a large number of homeless kids in the area with no place to go, and since the homeless shelter on Eighth opened up last fall, he converted the old rectory basement to a youth shelter, for the kids. It had brought it's share of heartaches – Francis didn't know if the saddest part was all the kids who came, or all the ones who came, then didn't – but he knew it was worth it. There were a few "regulars" - Ty Johnson was becoming a familiar face, as was the Lee girl with the strange name – "Jude," or "Jube," he couldn't quite decide, but Father Frank tried to keep a healthy balance of "there for you," and detached distance, to avoid becoming burned out.

Tonight he saw some familiar faces: Ty was there, and the Jones boy from New Mexico, and a few others. Some new faces too. One caught Francis' eye, a young man of maybe only fourteen or fifteen, slight for his age, but...he was nervous. Like a spring coiled cat waiting to jump at the slightest noise.

He had seen this before, kids trying to get away from a bad home life, abuse and neglect. They had become programmed to accept the violence, and even when they were safe, they could never relax.

Father Frank approached the boy, who was weaving through the other kids, trying to avoid eye contact.

"Hey," Frank intoned as he reached out for the boy. Like a shot, the kid vanished into the thin crowd, faster than Father Francis had seen him. Frank looked around, confused, and turned down the hall, certain he had seen an ankle vanish down here. He spotted the door to the cellar, an inch ajar, and opened it, pulling on the light chain and heading downstairs. Muffled footsteps moved ahead of him, barefoot on stone from the sound of them. Odd, he thought, the floor is dirt, not stone.

"Hey, listen, you're not in any trouble. Whatever brought you here, it's outside. You're safe in here. What ever it is: drugs, your folks...even if you're...different."

Father Frank reached the bottom of the stairs, and switched on the light. He didn't even gasp when he saw the boy huddled upside down in the corner, stuck to the ceiling like some great bat.

"Hmm...listen, I don't turn anyone in unless they start trouble in my church. If someone's after you – the Four, for instance, than they won't find you here. This place is a sanctuary, for all God's children. Why don't you come down, and tell me about it."

The boy only stared at Father Francis, unsure of what to do. The priest's eye, wide and blue, let him know that he had felt pain too, and in a great wail, the boy dropped to the ground, twisting in midair to land on his feet, and curled into a heap on the floor, bawling. Francis knelt to the boy, wrapping his arms around his back. "You're not the first special kid I've dealt with, you know. Sometimes they'll stop by on their way to where ever they think is safe. I...I don't know that I can make it better, son, but I can at least listen. Why don't you tell me about it?"

The boy sniffed, and for a long while, said nothing. The priest nodded, understanding, and stood to leave. "Well," he said, "the least I can do is fill your belly and give you a place to sleep for the night."

As he stepped up, a small voice piped up behind him, light and higher pitched than a boy of fourteen or fifteen. "W-why did they do it?"

Father Francis turned back to the boy, who was now looking up with red, swollen eyes.

"Who, my son? Who did what?"

The boy shrunk against the wall, trying to hide in the shadows.

"I never asked for this. I just wanted to help people. I tried to...tried so hard, but Gwen got hurt, and

the Captain Stacy...and Captain DeWolfe...I ever meant for anyone to get hurt, I swear, but...my aunt didn't deserve to die, did she?"

Francis held the boy as he broke down. "No son. Nobody deserves to die."

The boy collapsed against the priest's chest, his legs giving out under him.

"It'll be alright – what's your name, son?"

The boy sighed wetly, wiping his nose on the sleeve of his soiled hoodie.

"P-Peter, sir. Um, I mean, Father. Peter Parker."

"Well, Peter, let's get you some clothes – there should be something in the charity hamper – and we'll see about getting you some food. After that...it's in the Lord's hands."

* * *

Captain America sat on the examination table as the SHIELD doctors pulled the blood-filled syringe from his arm. Nearby, a gruff looking man in a fresh-pressed military dress uniform and sporting a smooth-combed grey moustache watched as the doctor put the Captain through his paces.

"I won't bullspit you, Captain, Washington's not happy. Not with what happened in Niganda, and not with the security breach here. There's talk of revoking your charter."

The Captain looked worried, his brow furrowed. "General Ross, The Fantastic Four by SHIELD's own admission was not given appropriate intel on the Niganda situation. "

The General huffed, "Rappaccini sells a different version, to the surprise of nobody. Sometimes I miss that old cut throat Fury. The man may have been a dirty double dealer, but he'd never lie to your face about the lies he told behind your back. She's saying she informed your people that Moses Magnum had help on the ground."

"He did, and she did, General, but we weren't expecting a runner and someone who can generate force fields."

General Ross huffed again, wishing for the life of him that he hadn't caved into his wife's demand that he quit cigars. Damned hell, he needed one now.

"Yeah, on that matter. SHIELD's been running their files – only a few speedsters on record, none of any real note since that Frank fella back in the big one...what'd he call himself? The Tinkler? The Pisser?"

Steve cleared his throat, warning the General. "The Whizzer, General, and I'll thank you not to speak ill of Bob that way."

The General leaned against the wall, smoking an unlit pen. "Right, sorry. I forgot you and he were old war buddies. No offense meant. I only meant, he's the fastest guy we have on record. Nobody comes even close, but this white blur you all saw -"

"Silver. It was silver."

"Right then, this _silver_ blur, he's breaking all the records then. If he's as fast as you all say he is."

Steve flexed his arm, refusing a bandage from the doctor. "He picked up Victor in a full suit of armour, deposited him two miles away and came back to save Magnum in a little less than four seconds. That puts him at thirty-six hundred miles per hour. At least."

Ross removed his hat, crunching down on the pen to the point of nearly cracking it.

"Yeah, SHIELD said the same damned thing. And then there's the other one. We got a list of folks who can do the force field thing – some Italian wrestler, and a former chess champion, of all people, but none unaccounted for."

Steve hopped off the table, pulling on a white t-shirt and exiting the examination room, the General close at his side. "So we have a new player, then?"

"Seems that way, Captain. Speaking of, this man who assaulted Iron Man and stole your data. Any luck finding him?"

"None so far, General. Iron Man's in his forge reformatting his armour, and Victor is trying to decipher the data from the server farm's sensors, but they're Iron Tech, and with Iron Man being so paranoid about his technology, Victor isn't sure he'll be able to get anything meaningful from them."

"Damn. On a smaller matter, then, Captain. SHIELD reported an exotic up near Brooklyn, towards Yancy Street. Some suspect in a couple of homicides and an assault. Two dead police captains, and the daughter of one of the captains, oddly enough. The girl's been in intensive care the last few weeks following a trip off the George Washington Bridge, doctors aren't sure if she'll ever wake up."

Steve stopped in the middle of the hallway. "General, if you're going to ask, ask."

A huff followed, then, "The freak's slippery. A local tabloid outed him as one Peter Benjamin Parker. SHIELD has a file on him going back thirty years."

The General handed Steve the folder; a few seconds of flipping through it, and Steve handed it back, having memorized the contents.

"Boy's only fifteen, General, why is the file twice as old as he is?"

"Because his parents were SHIELD. The boy was tapped as a potential asset back when Fury ran the show, seems he scored off the charts in a few aptitude tests the spook community sneaks into the schools every couple of years. The kid could have been the next Pym, or Von Doom, or Richards."

"If he hadn't turned out to be an exotic. You know, General, I may go along with the AEI because it's the law, but don't think for one damned second that I agree with the ideas behind it. The President says exotics are dangerous, and from what I see, that's mostly true, but I've also seen good people hunted into the ground because they can glow in the dark or have an extra toe. If this Parker boy weren't an exotic, he'd still be on SHIELD's poach list, right?"

The General stewed a bit, before clearing his throat, " Harumph! Yes, Captain, if he were not an exotic, SHIELD would still be looking to claim him. But he is."

"But nothing, General. He could still be an asset. From what's in the file, he's made no aggressive overtures to law enforcement – those two police captains, one was killed by falling debris, and another exotic was sighted on scene, and the second was killed by a psychopath with a badge – who happened to be a former SHIELD agent, I might add. I'm not in the business of telling you how to do your job, General, but I will suggest maybe some exotics can be useful. And before you pull out the "good soldier" spiel I can see your lips forming right now, tread carefully. We both know what I did to the last group of men who 'were only following orders.'" Steve Rogers' jaw clenched as he flashed his resolve at General Ross, leaving him behind.

"Captain, this is-"

Steve waved the General off, "I'll find him, General; that's my job. But if I find out he's been mistreated, you and I will have words. You did learn how to box in the army, didn't you?"

As Captain America walked downstairs, General Ross skulked off. Somebody around here had to have a damnable cigar.

* * *

"I'm sorry, who did you say you were again?"

Max cleared his throat at the broad shouldered man's question. The newsroom around them was staffed by only a skeleton crew of people, so the room was unnervingly quiet.

"Eric Roussel, I work for the American People For Exotic Equity. We're a small group, only just starting out. We're hoping someone could shed some light on this...Parker, was it?"

Joe Robertson rubbed his neck. "And how did you hear about Peter so fast?"

"Well, I'm not in New York for Peter originally. I'm here to investigate the Fantastic Four and claims that they've been hunting innocent people who happen to be exotics. The Parker story broke just as I was getting ready to go home, and given some recent developments I uncovered, I thought it prudent to start where it all began. And the Daily Bugle is the paper that outed the boy, isn't it?"

The editor's door stopped Robertson's defensive response, and a tall, middle-aged man with a greying crew cut and an unfortunate moustache stormed out like a ranting dust cloud.

"Robbie, where the hell is that headline! I want copy ten minutes ago!" The raving man saw Max – Eric – and froze. "What's this, a sewing circle? I'm not paying you to socialize, Robbie! I want the headline! 'Exotics Amongst Us! Wallcrawling Menace Infiltrates Crusading News Media!' Who are you?"

The question was aimed at Eric, who started to introduce himself, when Robertson took over.

"Jonah, this is Eric Roussel. He represents a civil rights group looking out for exotics. He's here about Pe-"

Jonah's face became grave. "Don't say that rat's name. He's dead to me! After the crap he pulled, he lies he told-"

"Jonah-"

"No, Robbie. And you, whatever your name is, you civil rights hippies never stop to think about why it is some groups shouldn't have rights. These freaks are a danger to every law abiding citizen! The President says round them up! I say, line them up! I'll pay for the first box of bullets!"

"Jonah!"

This time the objection came from a young woman. She was maybe twenty, with short black hair, pretty in a classical way, with a small nose and triangular face. She only came up to Jonah's chest, barely, but the way she jutted out her chin and squinted at him angrily showed that she was a lioness dressed as a swan.

Jonah stammered a bit, not quite backing down. "Miss Brant, I don't pay you to interrupt me!"

"Well that's fine, _Mister_ Jameson, I'll do it for free! Peter – that's right, I'll say his name as often and as loudly as I _damned_ well want to – Peter was one of the best people you had working for you! And you ruined his life for a headline? If that's how the Daily Bugle rewards loyalty, Jonah, maybe I shouldn't stay here! Maybe none of us should! Who knows who you'll throw to the wolves for your next byline! Maybe me, maybe Ben Urich? Maybe Robbie?"

"That's ridiculous, Miss Brant, I would never—well I couldn't—this is a completely different matter!"

"Why, Jonah? Because Peter was an exotic?". Max took a step back, removing himself from the discussion. He made a note that Joe Robertson seemed the honourable sort, tough but fair. And this Miss Brant had some courage, standing up to her employer.

"Robbie, you know the law. I had to turn him in-"

"Yes, _turn him in_ , not _turn him out_! If you had to obey the law over basic human decency, you could have still done so quietly, instead of in twenty point bold italics on the front page!"

Jonah was silent for a moment, then remembered the agitator who started all this. "You! You see what you did? What the Sam Hill are you even doing here?"

Max returned to the conversation, standing up straight and clearing his throat. "I'm here to ask what you intend to do about the collateral damage your expose into Peter Parker has created?"

Jonah gave Max a puzzled look. "What collateral damage? The boy lied to us – to me! Whatever happens to him now is his own-"

"Earlier this evening, several of the Fantastic Four's Pym Sentinels went to Peter Parker's house in Forest Hills. There, they destroyed his home and killed his elderly aunt," Max pulled out a notepad, flipping through it, "one May Reilly Parker, aged fifty-four."

All the colour drained from Jonah's face, and his legs buckled from under him.

"M-May's dead? No...I never meant-" Jonah Jameson didn't finish his thought, instead ambling back into his office, his face pale and sullen.

"I-I'm sorry to have caused you any trouble, Mister Robertson, I...I thought you all knew."

Robbie shook his head. "No, we didn't know! My god, I met the woman...she came in here when Peter first started working and...it was hilarious, the way she chewed Jonah out for keeping Peter from his studies. She couldn't have been more than five foot nothing, and she was like a kitten taking on a pit bull. She was good people. Mister Roussel. If...if you find Peter, where ever he is in this merciless world, tell him...tell him that I'm sorry. Now, I should go make sure Jonah's alright. He won't admit it, but he liked Peter too. Probably why finding out he was an exotic hurt so much."

And with that, Joseph Robertson walked away sadly into Jonah Jameson's office.

* * *

Max made his way down the street quickly. He had hoped that perhaps the people who had unmasked Peter to the world would have some bead on where to find him, but it was obvious that Jameson was just a sensationalist looking for an angle, although he clearly had some semblance of a soul left.

A police car sped by, and Max picked up his pace, convincing himself that Peter needed him.

A drumbeat of light footsteps followed him. Unconcerned, Max turned around, and saw the short black bob of Miss Brant trailing him at a hurried clip. "Hey, hold on!" She waved after him, catching up with barely an effort.

"Miss...Brant, was it?"

"Yeah, Elizabeth Brant, Mister Jameson's...well, not assistant, lead researcher, I guess. The man can't even use Google, God knows how he feeds himself. And you are-?"

Max offered his hand to the young woman, a friendly smile on his face. "Eric Roussel, Miss Brant, of the-"

"Yes, the American People For Exotic Equity, I heard that part."

Max nodded, "Yes well, there you have it. Now if you'll excuse me, I really must be going."

Max turned to leave, and got a whole five feet before Betty Brant chimed in again.

"Funny thing, there's no such group."

Max stopped, turned around, and trudged back to Miss Brant.

"As I told your Mister Robinson-"

"Robertson," Betty corrected.

"As I told your Mister _Robertson_ , we're really quite new."

"I'm not stupid, Mister Roussel, if that is your real name. Any pro-exotic group, no matter how young it may be, would be flagged by the State department, and you're group isn't mentioned in any chatter."

"How would you know what's mentioned in State department chatter?"

"I have my sources. For instance, the big stories in SHIELD are this massacre in Africa that's being hushed up, and some lunatic actually stealing something from the Baxter Building. Can you imagine?"

"No, I can't. Now if you'll-"

"You won't find him. Peter. That's why you're here, you're looking for him?"

Max looked around, seeing nobody paying any attention to the tall white-haired man and the young woman on the sidewalk. He pulled her into a nearby alley, wrinkling his nose in disgust at the smell but burying his revulsion deep.

"What do you know, Miss Brant?"

"I know Peter's a good guy. After his uncle was shot, that's when he started helping people. Saving them from muggers and carjackers – he even stopped an arsonist, did you know that? No, because 'Exotic Saves City' wouldn't be as sensational as 'Webbed Menace Terrorizes New York!' He doesn't deserve what's happening to him. Tell me you're a good guy too, Mister Roussel."

Max looked at the young woman. Her eyes were near-red with tears, her lip quivering. Something in him sunk, and he nodded.

"Eisenhart. My name is Max Eisenhart, Miss Brant, and...I'm trying to be one of the good guys. My story is a long one, but suffice it to say, I am here for Peter's best interests. I want to keep him safe, so he can find some semblance of a normal life in this mad world."

Betty looked at Max' eyes, and smiled lightly. "Alright, Mister Eisenhart. I'll believe you."

Betty walked out of the alley, waving at Max to join her. The pair walked side by side down the street, speaking in guarded tones as people rushed past.

"My stepbrother Mark, he was a genius. Like, literally. He was working on a new type of alloy, something that could store energy like a battery and release it when needed, when there was a blackout in our building. I guess his equipment was really delicate, because the whole thing torched our apartment."

"I'm sorry to hear that, Miss Brant, but I don't see-"

"Mark wasn't the same after that. I mean, literally. He was all bronze all over, too strong to function much in the real world, and whenever he lost his temper – which was a lot after the accident – things would burst into flame. Eventually he had to run before the Fantastic Four tracked him down. Broke my parents' hearts."

"He was an exotic?"

"Mm-hmm. When he was on the run, he would talk to me in private messages, tell me how much he missed us, where he was, how he was getting by. He mentioned all sorts of things exotics in hiding do to survive, signs they leave on the walls to signal danger to other exotics, or where to get food and shelter."

"Like hobo signs; markings they would use to help out fellow travellers."

Betty nodded. "Yeah. He also mentioned this place he would go sometimes, a church. The priest there is a very good man, Mister Eisenhart, he takes in the kids that need a place to stay, and he doesn't ask any questions. Mark said he even takes in exotics when they come. Mark could never stay long, all anyone would have to do is look at him to know he wasn't normal, but he told me it was a good place to go. If Peter were looking for some place to crash or just try to sort things out, it would be there."

Max wasn't so certain. "I don't know, Miss Brant, what makes you so sure Peter would go to this church? How would he even know about it?"

Betty grew quiet for a second. "Because...Mark didn't take the accident well. He...stole somethings, trying to cure himself. And Peter...has issues with thieves, so he sort of got involved. He found Mark at the church, there was a fight, Mark sort of...cleaned Peter's clock. The priest took care of him, though. I'm just thinking, if Peter remembers the place, maybe he went there? It's a long shot, I know, but-"

"But I have nothing else to go on right now. Thank you, Miss Brant. Where is this church?"

"It's over on 42nd Street. Holy Ghost Church. Ask for Father Frank, tell him Mark Raxton's sister sent you. He'll trust you then."

"I will, Miss Brant. Thank you again." Max turned, walking away. Betty called after him.

"Hey! What will you do if you find him?"

Without turning back, Max replied, "Protect him!"

* * *

Peter stared at the clothes the priest had given him in horror; someone, some human being, presumably from the planet Earth, actually thought red sweatpants, a red sweater, and a blue hoodie vest were a good combination. Still, they didn't reek of old yogurt and loneliness, so he slipped them on and exited the washroom, heading down the warm hallway to the mess. Other kids, some even younger than him, sat at the long tables, as the church volunteers carried trays of food from the kitchen to the serving table. He sighed, pulled up the hood, and found a seat in the corner next to a couple other kids. One of the boys, a skinny black kid of no more than thirteen, turned to Peter excitedly.

"H-h-hi," the boy stuttered, "I'm T-T-T-Tyrone, buh-but everyone calls me Tuh-Ty. Wu-What's your name?"

Peter smiled politely, not really sure if he wanted any friends. "Um...Peter."

"Huh-Hi, Puh-Peter. You new here?"

"No, I've been here once before."

"Oh/ Well thuh-that's good. I mean, it's not good that you're here, buh-but it's good that you can come here, y-ya know?"

Peter smiled more widely now. Ty seemed friendly enough. The two youths talked and laughed, although there was one awkward silence when Ty slipped up and asked about Peter's family, Peter clamming up and struggling not to break down.

In the kitchen, Amanda Bierce, a mother of two who volunteered at the church to work off a shoplifting collar, whispered excitedly to two other volunteers, all three looking from the screen on Amanda's phone, to the brown haired kid in the blue hoodie. Amanda shook her head noiselessly, ending whatever argument they were having, and quickly put the phone into Call mode, hitting a familiar three tone code.

9-1-1.

* * *

Sparks flew as the spot wielder torched the diode coil, providing the only illumination in the room. Beneath the wielder's mask, a broad grin stretched out. This will do it. This will prove who the real genius is. Then everyone – Von Doom, Pym, even that anachronism Rogers – would all have to pay attention. He knew what they really thought of him. Never gave him the respect he deserved, thought he was an idiot for letting that...FREAK!, escape with the data drive. But with the new improvements to the armour, nobody would ever think less of him! He was Iron Man! He was Sta-

The lights coming on disturbed his mental monologue, his hidden face red from anger and embarrassment at having be interrupted. He spun around accusingly, ready to bite the head off of whatever idiot janitor tripped and decided to invade his forge. Instead, he saw the familiar green hood and silver armour of Victor von Doom.

"What? What is it, I'm busy!"

Victor only gave a tired look, exasperated by Iron Man's usual attitude.

"We're needed. There was an anonymous tip, a fugitive exotic is holed up in a church on 42nd Street.."

Doom disappeared back down the hall. Finally, Iron Man thought. It was _him_ , it had to be. And this time, he'd have his revenge. The new suit would see to that.

* * *

The police had cordoned off the street three blocks ahead of the SHIELD perimeter surrounding the church. Max scanned the area as best he could without drawing any suspicion, but it seemed air tight. Even the sky was locked down, with SHIELD gunships and the Fantastic Four's Sentinels in the area. The vaguely skeletal machines especially unnerved him, and he quickly retreated back to what he hoped would be a safe distance. Looking around, Max saw the Four speaking with the SHIELD Negotiator near the church. After a few seconds, Captain America turned to the other two, calmly planning strategy, Max theorized. Doom nodded and took to the air. Iron Man waved Captain America off dismissively, and trundled his massive armoured frame into a back alley. Max took an adjacent alley nearby himself, careful to stay out of sight. Creeping down a parallel alleyway, Max spied as Iron Man punched down into the pavement, denting it like a bombshell. Two more blows and the asphalt was loose enough for the tank-like armour's thick hands to pull away, revealing a nine-foot drop into a lightless storm tunnel. Without a thought, the gunmetal grey cocoon dropped into the darkness, landing with all the subtlety of an ice-skating walrus. Max tentatively approached the newly sundered hole, looking to make sure the titanic enforcer wasn't lurking in the shadows. A voice alerted Max to his right, ducking him back down the alley. He watched a Captain America coordinated with the SHIELD negotiators, and once the Captain had turned back to the church, Max made his move, slinking into the broken pavement after Iron Man, hoping that somehow he was able to get to Peter first.

Inside the church, Peter shot another load of webbing at the window, sealing it and fortifying it against potential incursions. A few volunteers had remained once SHIELD arrived, most taking off, the children following after with Peter's blessing. Father Francis insisted on staying, on trying to help Peter, but the boy was inconsolable. The people who had murdered the last of his family had come for him, and in a panic, he wasn't thinking clearly. The doors and windows were webbed tight, so that not even a bullet could get through. Father Frank was in the kitchen, trying to console the few volunteers who remained, their faces frozen masks of terror at the human spider trapping them inside. Peter paced about the floor frantically, muttering to himself as he struggled to cope with the situation. Father Francis strode to Peter, but the boys eye caught Amanda Bierce, the woman who had started this madness, and in a blur of motion, he fell upon her, his vice-like grip on her shoulder threatening the shatter her collarbone as he raged at her.

"You! You did this! Why did you do this? I never did anything, I don't deserve this!"

Amanda shrunk in fear against the wrathful youth, tears in her eyes. "Please don't hurt me, I have a family!"

Something broke in Peter, his eyes going wild. He hurled a nearby counter clear of it's contents, spilling groceries and utensils and an eight-pound mixer flying across the room.

"YOU HAVE A FAMILY?! I HAD A FAMILY! NOBODY CARED WHEN MY FAMILY WAS MURDERED, BUT I'M SUPPOSED TO FEEL BAD FOR YOUR FAMILY?"

Father Francis tried to calm the raging boy down, but Peter pushed him back like he was nothing, sending him crashing into the wall with a sickening crunch that made the priest squeak out a broken moan. Peter, for his part, hoisted the frightened woman from the floor, holding her over head by one arm, his eyes wet and red with anger and betrayal. "All I ever did was help people! I was a good person! I tutored them, I kept my head down, I never caused anybody any trouble! So why did you bastards kill my aunt? All I ever did was help you! Protect you! And you do this?"

Amanda melted into a weeping priapism, "I''m sorry, I didn't mean it, please, I'll do anything you say!"

Peter froze, his hand pulled back and balled into a fist. It had all come to this, everything. The expose, the Sentinels, Gwen and Captains Stacy and DeWolfe...Aunt May. Here he was at the end, and he was ready to kill someone Not even a super villain, not even the bastard who killed his Uncle Ben, just...someone. He stopped, staring at Amanda Bierce as if seeing her for the first time, his eyes wide and blank.

And his fingers relaxed.

Amanda slumped to the floor, and Peter looked at his clenched fist. He would have done it. He knew that much, he would have killed her. He stumbled back, the horror of what he had prepared to do hitting him full force. He could practically hear his Uncle Ben's voice chiding in disapproval. None of this was what he wanted. What he wanted was to study for his Chem exam, maybe goof around with Harry and Gwen...not sit in the middle of a hostage situation with Captain Freaking America ready to kick the door down and put a bullet in his head. This was too much. It was hard to breathe, hard to think anything that wasn't a full blown panic attack. Any second now, Iron Man, or Dr. Doom would come through the door, or the wall, or just shoot him with a laser beam from twenty miles away and he'd be dead. That was the end of it. Nobody ever got away from the Fantastic Four. Not that big green guy in Nevada, or the ghost biker in New Mexico, nobody. It was all over for him.

Peter stepped back, and in a mad, weeping sprint of impossible speed, was gone. It only took a few seconds for him to find himself in the chapel, staring at the broad wooden doors he had webbed up only minutes ago. The webbing would hold for an hour, not even a tank could have driven through it. Peter knew something though. A bare patch of unwebbed door, just to the left. If someone had a small enough battering ram, and sufficient strength, a fair sized hole could be hammered out. He flexed his leg, and prepared to run at the door. He was ending this on his terms. Like a coiled spring, he lurched forward, his foot creasing the hardwood floor with the force of his takeoff.

"Stop!"

Peter didn't know if it was the desperation in the voice that halted him, or something else. In a church, the night he's been having, it may have been God himself for all he knew.

He turned and saw Father Francis, wincing in pain and nursing an injured shoulder. The priest stepped forward, wheezing in pain.

"Peter, don't do this. They'll kill you out there."

"I know. It's better that way."

Francis shook his head. "Better for whom? You said you wanted to help people, to protect them. How are you going to do that if you're dead?"

Peter shook his head, kicking a pew in frustration and splintering it. "I can't help anybody! All I ever do is make it worse!"

He spun around, unsure of where to turn, so he wound up crumpling on the floor, weeping, arms over his head.

"Why...why don't they want me? I did everything right, I was exactly what they wanted me to be! What did I do wrong?"

There was commotion outside, that drew Father Frank's attention. He peeked through the webs out the window, and saw SHIELD SWAT preparing a battering ram.

"Peter, listen to me" the priest began, hurrying over to the shattered boy, grabbing him by the shoulders, "this is not how you want it to end. You said you wanted to help people. If you go out there, who are you helping? Nobody! I know you've lost folks, and I'm sorry, but you never really lose anyone as long as you remember them. And if you're not here to remember your aunt and uncle, than they really are gone." The priest could see that Peter was too broken to argue; perhaps that could be used to his advantage. "Peter, if you die, who's going to tell their story?"

Peter slowly shook his head, when a loud voice boomed through the cathedral.

" **PETER PARKER, THIS IS SHIELD AGENT KAREN DANSBERRY! RELEASE THE HOSTAGES AND SURRENDER, OR WE WILL USE DEADLY FORCE!"**

Francis looked back at Peter, pulling him quickly out of the chapel.

"Listen to me now, there's still a way back from this. You haven't hurt anybody, Peter, and that tells me a lot. It tells me that you're still a good person."

The priest led Peter downstairs off the rectory, to the basement. To a rusted metal door.

"This right here is an access door to the cistern, Peter. Go down through here, and you'll find a way into the storm sewer. Follow it until you get to the river. From there...anywhere else. Genosha will take you easily. If you can't get there, try England, or Australia. But...you're done in New York, I'm afraid. They won't stop until they find you. Do whatever you can to get out of the States, but hurry. I imagine if the Four are here, that webbing won't hold them out too long."

Peter stared at the priest, in numb shock; "What about you?"

Father Francis laughed shortly, but it wasn't a humorous laugh, more a nervous chuckle. "Peter, this might seem trite, but what would Jesus do? Some in the church would hand you over to SHIELD, smiling and nodding and claiming to do the Lord's will; but the Jesus I follow, he'd stand up to those in power to save one misfit, one outcast, even at the risk of his own life."

The moment was ruined by the heavy pounding on the chapel door. Resounding throughout the halls.

"There's no time now. As fast as you can, go!"

Peter only stared at the priest with wide eyes, then nodded, vanishing like a shot into the tunnels.

* * *

Father Francis Delgado knelt before the door of the chapel as it splintered open. The webbing had kept them out for a while, ten whole minutes, but eventually the force of the ram began to pull at the masonry, and the doors came off their hinges. The incursion team found the priest, head bowed and hands clasped, muttering a quiet prayer of contrition, asking God to understand his rebellion.

God, he hoped, would forgive him for not rendering unto Caesar. SHIELD, however, was not so kind, and for months during his trial, Father Francis Delgado would be branded a traitor and a revolutionary. And when he was finally released from prison seven years later by the next president, he would not once refute the titles.

* * *

Peter demolished the cold cement floor as he ran, the force of his footfalls creating small spiderwebs of debris and impact with each step. It made his feet sting, and he knew sooner or later he'd break something, but he had to run as fast as he could, as far as he could, and it just happened that 'as fast as he could' was pretty damned fast. The tunnel ended some yards back, and he could tell from the cold air and deep shadows that he was well into the storm sewer. His skull buzzed and banged every so often, his spider-sense warning him of when he was going the wrong way, when SHIELD was right above him. He banked on a left turn, kicking off a wall he had only barely seen in the dark. The tunnels were just barely large enough for a grown man to stand up in, and colder than a witch's tit, Peter noticed, and through the storm drains lining the street above swirling red and blue and yellow lights bled in. Peter was almost tempted to poke his head up and look through one, to check how thick the SHIELD presence was, but he didn't trust that he wouldn't be seen if he did, so he kept running at a sprinter's pace. It wouldn't be long before they got through that door and found the tunnel, and then he'd really have to run. But run to where? His first thought was back home t Forest Hills. He wanted to say goodbye, even if it was just to a pile of ashes and the ghost of his family, to apologize for not being able to protect them. Then...then what? Run? To where? Genosha was all the way in Africa, and he had no money. Canada? It was closer, he could be there before sunrise, given his speed and stamina, but he had heard that Canada wasn't much better for exotics, the government there was somehow even more full of raging assholes. England was nice, he thought, even had schools just for exotics and he spoke the language, mayb-

Peter slammed nose first into something hard and cold, and he was certain he had broken his nose. He held it, convinced the stinging warmth was blood rushing between his fingers, when the blaring hum in his skull told him to move back. He juked to the right, spinning backwards on his heels, and squinted in the darkness. He needn't have bothered, because Iron Man was kind enough to turn on his shoulder mounted spotlights.

* * *

Max followed the heavy thumps that he had determined were Iron Man's leaden footsteps. The tunnels wound and bent in a strange 'S' pattern, veering off into side pipes that ended in steel grates or aqueducts. He made sure to walk slowly, masking the sound of his movements through the frigid water with the heavy thrashing of his quarry, and staying low and out of his sweeping spotlights. The tunnels weren't terribly large, and Max knew that if it came to a fight, that manoeuvrability would be a minor issue, but given how large Iron Man was by comparison, he was confident he would win, although the tunnels would likely collapse from the chaos. For what seemed like a wet, bone-chilling hour, Max tailed Iron Man through the concrete tubes and refuse water, until suddenly the tank-like enforcer halted. Max ducked behind a wall, listening to the deep, pounding splashes of someone running through the water. There was a sudden stop in the footsteps, and the muted metallic clang of impact, followed by more splashing, and finally, the sudden drone of Iron Man's highlights coming on, then the distorted boom of his voice.

"There you are, you little shit! Making me run through the goddamned sewer, I should blow your fucking head off for that!"

Max peered around the wall, and saw the solid, rounded silhouette of Iron Man, and a young boy standing, blinking, amidst two massive spotlights.

 _The boy must be Peter_ , Max thought. _H-he's so young!_

Iron Man craned his arm up, the palm of his hand glowing and humming. Max knew what came next, and quickly stepped away from the wall. Peter was frozen in fear, preparing for the death he knew was coming, when Iron Man shot upwards, slamming his head and shoulders into the concrete ceiling, destroying the spotlights with a satisfying crunch, then slamming first into one wall, then into the other, and finally being jerked backwards as if by a giant invisible hook, like you see in cartoons pulling people off stage after a bad performance. Peter squinted through the shadows and the momentary blindness of the lights to try and see what had happened, but saw nothing except darkness. A voice called out, calm and smooth, with a bit of a European accent to it.

"Peter, quickly! I'm not going to hurt you, I'm here to help! I'm an exotic, I'm going to get you out of here!" Peter felt some reach for his shoulder, a gentle hand touching him. There was no blaring, no buzzing, his spider-sense was calm and docile. He breathed a sigh of crippling relief, falling into the person's chest and threatening to sleep. Only the heavy clatter of metal being pushed aside kept him alert. A hollow, metallic voice filled the darkness.

"Nobody is going anywhere, shitbird. Looks like Rogers can stick it up his ass, I'm getting two freaks for the price of one."

Max held Peter close. In the distance, he could hear faint footsteps in water coming from the direction Peter had appeared from. He had to work fast. He thrust his hand into the darkness, towards the clanking that was Iron Man's attempts to stand again. With a bit of a push, Max made the air drone and hum. A smile crept over his face, he couldn't help it.

"Tell me, you bloody fascist – what makes you, you?"

"Wha-YOU! You son of a bitch! I'm ready for you now!"

Iron Man clapped his fists together, and a ethereal sheen of purple electricity crackled over his form. Magneto raised an eyebrow, intrigued.

"You like this, asshole? Made it just for you! I'd like to see you toss that telekinetic shit at me now! Fitted this bitch with enough electromagnets to shut down any freaky little psychic bullshit you got!"

Max laughed out loud. It wasn't a cruel laugh, or a nervous one. He legitimately found the situation funny. "I'm sorry, electromagnets? You poor, stupid bastard."

"The fuck's so funny?"were the last words Iron Man spoke before the armoured suit crumpled into a ball, arms and legs folding into the torso, helmet caved in, and the whole thing tossed into the tunnel from which the footsteps were coming, blocking the SHIELD team's approach.

Peter felt a hand tug at his shoulder gently, and an accent-inflected voice pipe up from the darkness, just as the sound of folding metal and indignant screams ended with a blocky thud.

"Peter, I don't have time to explain now, but I need you to trust me. Hang on tight, and I'll get us out of here."

Before Peter could respond, he felt a rush of wind and the crackle of static electricity. The light from the storm drains raced past him, providing just enough illumination to tell him that he was somehow _flying_ at a miraculous speed. The blood and wind rushed through his ears, and he blinked as the stranger seemed to veer upwards through a large hole punched through the ceiling, the night time cityscape illuminated with police lights and searchlight. The stranger flew up, above the church, Peter watching as SHIELD stormed the church. He uttered a small prayer for Father Francis, hoping that he'd be alright and the church – the kids – wouldn't lose him.

Peter looked up at the man who had rescued him – he was maybe forty-five at least, with a thin face and prominent nose, silver hair, and thick black eyebrows. He brought to mind Jim's Dad from the American Pie movies, only...less comical. That, or something evoking Liam Neeson. Either way, Peter was in silent awe of the strangers presence. That ended when the searchlight fell upwards on them, causing Peter to yelp in terror.

* * *

Doom was on them first, firing up his armour's jet boots and veering towards them like a missile. Max held Peter close, and concentrated, taking off ahead of the hooded figure. Blasts of hot white energy seared past Peter's head as they barrelled down the city canyons. Doom was fast, and he wasn't firing warning shots.

"Stop this madness and surrender! None escape Doom!"

Peter looked frantically to his saviour. "Can't you do that thingy you did to Iron Ass? Crunch this tool!"

Max looked back, and shook his head. "I can't. I'm riding the magnetic fields in one direction, I can't attack him without altering our path and slamming us into a wall."

Peter thought for a second, and slithered out of Max' clutch, flipping onto his back, crouching.

"Can you still fly us like this?"

Max banked to avoid an energy blast that exploded a high rise window, sending knives of glass to the street below. "I should be able to. What about you, won't you fall off?"

Peter set his jaw and narrowed his wet, sore eyes on Doom.

"I'm Spider-Man. This is my damned sky."

Peter held his elbows at his side, like a gunslinger, and fired a shot of gray liquid that expanded into a net of clustered wires that narrowly missed Doom. The good Doctor weaved and ducked to avoid the shot, blobs of webbing forming a jungle of hair-thin cables between buildings that kept any SHIELD gunships from following. Peter leaned back as a blast came for his head, only singeing the tip of his nose. He righted himself again, and returned fire. Victor rolled out of the way, and a dogfight over the busy streets of New York was under way. Max fishtailed to lose Doom, with Peter keeping him on target, firing shot after shot of webbing, his fingers clicking into the trigger panel on the palms of his hands faster than the human eye could see. The air was thick and treacherous with web shots, and Victor spun too late to avoid one, catching a glancing blow off his shoulder. This set him up, as Peter unleashed all hell, firing webbing like a machine gun, striking the Doctor in the face and covering his eye holes. Doom tried to pull the sticky webbing from his face, only to have the barrage continue, pasting his hand to his face plate; more webbing struck him, weighing him down and pulling him toward the street, only for him to succumb to Peter's superior speed and accuracy. In a flurry of motion, Peter emptied his web shooters completely, a sticky gray fog clinging to Doom's body and slamming him into an office window, his boot-jets trying in vain to force him free of his bindings.

Peter cheered and hooted as Doom floundered against the wall. He cupped his mouth with his hands, and shouted back, "Suck on that, you freaking lunatic! Got your ass kicked by a fifteen year old, how 'fantastic' d'ya feel now?"

A series of explosions tore through the web-jungle barring the cityscape, as Captain America rode through on some manner of high-tech flying motorcycle without wheels, his signature shield slotted in the front like a windshield. Peter saw his webbing blown open and burning, and sunk down onto Max' back. "Aw damn...guess I need to punch up the formula a bit."

"Can you hit him, Peter?"

"No, I used all my fluid on Doctor Dickhead. I only had enough for a short fight, anyway. Want me to go punch him until his crazy falls off?"

"Yes, I want the boy I'm risking my life to save to jump at the super soldier determined to kill him. Go with God."

Peter tensed up to jump, when Max' voice stopped him; "For god's sake, boy, I was being sarcastic!"

Peter turned back, his legs relaxing. "Oh. You really suck at it, just so you know."

Max banked a hard left to take a corner, narrowly missing a rocket fired from the Captain's...Peter had taken to thinking of it as a 'sky cycle.' The missile hit a water tower atop a building – Max surmised it was a law office from the signage – spraying the two fugitives with debris. Max struck the wall hard, yelping as his shoulder gave out. Peter held onto the wall by his fingers, his other hand clutching Max' tightly. Captain America skated to a halt in midair, hovering just in front of the cornered fugitives.

"You gave a good run, but you really should have surrendered."

Max whispered to Peter, just loud enough for the boy to hear, "Peter, I'll hold him off, you run. I'll meet you back where Mark Raxton's sister works."

"But what about you, you're hurt?"

Max scoffed, "I'm fine. I don't need my shoulder to fight. I'm my power."

Peter looked at the white-haired stranger, and nodded. He didn't know this man, but something made him trust him. He released his burden, and clambered along the wall, leaping across the urban canyons, until he was out of sight. Rogers motioned after him, but his sky cycle froze in place. The injured man hung in the air like a ghost, glowering at the Captain.

"Captain America, I would have words with you."

Steve Rogers only stared at the wounded man, then parted his thin lips. "Don't take too long, the gunships will be along shortly."

Max tilted his head, confused. "What?"

"I said, don't take too long. If they see us talking together, it'll raise questions. Not that you'll be alive to appreciate that. I'll tell them that you...did whatever you do, I lost you, and the two of you escaped. But you have to hurry."

Max' eyes darted around, thinking. This was a trick. It had to be. This was Captain God Bless America here, he...he was medically incapable of contemplating insurrection! The words, "no" and "sir", when placed side by side in that order, caused his brain to have a hard reboot! He couldn't be talking about letting two fugitive exotics escape!

Captain America saw this bewilderment, and spoke up curtly. "Listen to me, just because I enforce the damned AEI doesn't mean I agree with it. Do you honestly think a man who punched Hitler in his sadistic little face would agree with this bullshit? I've been trying to change things from the inside, as best I can. I don't know who you are, if you're with Magnum or not, but I don't think so; you haven't killed anyone during this sortie, and if you were one of Magnums, we'd be scraping corpses off the pavement."

Max had no idea who this "Magnum" was, but Captain America spoke of this person like he was the second coming of Mohammar Qaddafi.

"What's to keep you from tracking us down and killing us at your own leisure, Captain?"

Steve thought for a second, only a second, and set his already square jaw. "My mother."

Max shook his head, uncertain, but the distant sound of the gunship approaching had made his mind up for him. He'd have to risk trusting this man for now.

"You know I'll have to hurt you." Max tried to make it sound like an unfortunate reality.

Rogers nodded. "There's a roof just below me. It's only a few hundred feet, I've stubbed my toe on greater heights than that. Do your...whatever it is, and I'll land there. What do you call yourself?"

"Ma-" Max stopped. He hadn't thought of an alias. He'd need one if he was going to finish Charles' work, it would certainly make things easier to have backup identities for emergencies. "Magneto. Like what they used to have in engines."

"Magneto. I don't know what you're planning with that boy, but you keep him safe. Kids like him shouldn't be caught in our madness. Give him a chance to be a kid, just for a while longer."

Max nodded, understanding. Maybe he could trust this man, a little. The Captain raised his chin, his eyes resolute. He nodded briefly. "Do it."

Max only thought – he didn't actually have to use his hands to use his powers, he only did that as a targeting mechanism – he only thought, and the sky cycle flew backwards, Captain America slipping off and rolling as he landed on the rooftop below. The Captain lay there, feigning pain – or actually being in pain – and Max quickly took off after Peter. Captain America tapped his left ear, activating the ear piece hidden under his cowl. "This is Rogers, call off air search. Bastard got away. Repeat, we lost both targets. Reel it in, we'll try again in the morning." The pilots grumbles, and Steve knew that Iron Man at least would rant and rave, but the gunship pulled back, and Steve Rogers rolled onto his side, wincing at what he suspected might be a bruised rib.

* * *

Max found Peter of the roof of the Daily Bugle, pacing atop the bugle graphic sign. Before Max could touch down on the roof, Peter twisted to face him, his face full of fear and exhaustion.

"Alright, just who the hell are you and what the hell was all that back there?"

Max was taken aback, but quickly put the situation under his control.

"Of course. I apologize for all the confusion. My name is Max Eisenhart. I'm...well, I'm a mutant. An exotic, like yourself. I can control magnetic force."

Peter's eyes went wide. "Oh shi- are you kidding me? God, no wonder you were kicking ass! That's one of the fundamental forces of the universe, it's pretty much the only thing stronger than gravity!"

"Eh...yes, it is. You...how do you know that?"

Peter rubbed the back of his neck, dangling his legs over the bugle logo. "I read. I did pretty well in science before all...this crap happened."

Max rested on a cement riser. "Yes, I recall SHIELD's file on you mentioning that you had a knack for the sciences. You were on a short list of potential assets they were looking at for their think tank project."

The boy's jack went slack, his eyes bugged out. "What? No freaking way, why would they ever want me? That's insane!"

Max shook his head. "I don't know, I guess they thought you were too smart to get away."

There was an uneasy silence between them. Peter was the one who broke it, wiping tears from his eyes. "Dammit...Dammit! Why is this happening to me? Didn't I do what I was supposed to?"

"What do you mean, what you were supposed to do?"

"I-my Uncle Ben, he had this thing. Politicians, right? He hated politicians. Local, state, fed, whatever. I mean, there were some good ones, but the last few elections, he just hated everyone who ran. He said that these people had all this money, and all these connections, and all this power, and what did they do with it? They acted like unsupervised kids, right? Stealing and messing around and doing whatever it took to get more and more money and power and votes without earning it. He said, if someone had all that power to make things better, then they had...he used the word, "moral imperative" - they had a moral imperative to do so. "

"With great power comes great responsibility." Max' voice was a hushed croak.

"What? Yeah, I guess. So, when this..just this whole spider thing happened to me, I treated it like a joke. I wasted it, you know? Just goofed off, tried to think of some way to make if pay off. And then my Uncle Ben gets shot by some tool looking for some easy money. And...and that's when I started going out. I have this power, and I have it for a reason, and it wasn't to sit on my butt collecting dust or scam folks out of nickles. I thought I was supposed to use my powers to help people."

The tears came easily and freely this time, and Max wiped away his own.

"I'm sorry, May," Peter breathed in a hushed, wavering tone. "I made such a mess of everything."

The white-haired stranger and the young boy sat silently in the cold night air for what seemed like an eternity. Sirens in the distance impressed upon them the need to move on. Peter spoke first.

"So what do I do now?"

Max cleared his throat with a thick cough. "Actually, that is what I wanted to talk to you about, Peter. The entire reason for my rescuing you."

"Hmph... and here I thought it was all out of the goodness of your heart."

Max wanted to chuckle, but he got the feeling that Peter was serious. "Not quite. A friend of mine had an idea, that exotics should band together for protection, to learn how to use their abilities, and work to fight for a place in this world alongside humans."

"Yeah? Sounds like a sucker. So what, he sent you?"

"...No, he's dead. But he asked me to carry on in his place. And so, here we are."

Peter dropped down casually, almost looking like he had simply fallen asleep and rolled off the sign, landing on his feet in a low squatting position. He stood up, and for the first time, Max noticed how slight of build he was. There was no way this boy should be as strong as he was, as fast as he was.

"So that's it, huh? You want me to join your little social circle? And how does that work, do I hand out pamphlets at the airport, go door to door? Do we get a telethon or something?"

Max suppressed a chuckle. He got the feeling the boy used humour and sarcasm to mask fear and pain. A reasonable response, given the state of the world lately. "Nothing like that. All I can offer you, Peter, is a place to live as you see fit. I can provide a home, a place to belong, perhaps even a chance at a relatively normal life. I cannot promise a long life, though. Nor can I promise absolute safety. We'll always be outsiders. The best we can do is to be outsiders together. Numbers, Peter, are our greatest power."

Max offered his hand to the young man. "What do you say. Will you join my X-Men?"

Peter eyed the hand like it was a coiled viper, raised an eyebrow at Max, then shrugged, taking the hand and shaking it vigorously. "What the hell, I've got nothing else to do this weekend. But tell me you're not actually calling it that?"

* * *

"What the fucking hell happened?"

The technicians cut through the crumpled ball of metal and machinery that used to be Iron Man. The man inside pulled himself out at the first hint of fresh air, ranting and bright red with rage. "We had the little shit, and...who is this asshole! Tell me you saw him, Steve? Victor? Gaah!"

Victor was studying a strand of the synthetic fibre that had been cut from his armour intently, barely paying any attention to Iron Man's raving. Steve was getting his sides bandaged up by a redheaded paramedic. "Sorry, it happened so fast, I was more worried about not breaking my neck or crashing into a city bus."

The armour's pilot stood, waving off the medics trying to determine his injuries." I swear to god, I'm going to kill who ever that bastard is! That's twice he humiliated me!"

Victor finally stood up, putting the fibre in a safe compartment on his gauntlet. "So much for your new anti-telekinetic armour, hmm? Perhaps it's time you finally admitted that you're not as smart as you think you are, Sta-"

The pilot pulled Victor close by the hood, his jaw set, his eyes wild with a maddened anger.

"So help me fucking baby Jesus, Victor, if you even give dignity to that thought by finishing it, I will fucking air mail what I leave of you to Latveria in a fucking thermos!"

"Language!", Rogers admonished.

The pilot stormed off, muttering and swearing. Steve hopped off the gurney, his ribs plastered tight.

"You shouldn't aggravate him, Victor. You know he's touchy about the intelligence thing."

Victor only shook his head. "He'll go back to his forge, sequester himself for another week, and come out with another suit of armour, something expensive and unwieldy and gaudy, like he always does. I've mentioned more than once to SHIELD's Director that he should have that weapon taken away from him, if he doesn't even fully understand it. Do you know he's still using an external computer server to handle the targeting algorithms? His suit practically has no AI to speak of at all!"

Steve Rogers tested his side, twisting his upper body to determine his new range of motion, ignoring the shattered, burning feeling it elicited. "You know I didn't understand a word of that, don't you?"

"My apologies, Captain. I sometimes forget. How did our quarry get away, if I may ask?"

Captain America slipped his chain mail shirt back on over his bandages, hissing at the cold pain of his broken rib. "He was some sort of...magnetic man. He shut down my sky cycle and crashed me before he fled."

"Hmm. That explains Iron Man's inability to deal with him, then. I suppose I'll have to refit my armour to deal with this new magnetic man as well, then."

Captain America looked around, making sure the SHIELD agents were occupied with securing the area and questioning witnesses. When he was satisfied that the coast was clear, he pulled Victor behind the ambulance, leaning close to prevent any eavesdropping.

"Steven, what's the matter?"

"It's the boy, Victor. Parker. He was on a SHIELD shortlist."

"I doubt the SHIELD list he was on was terribly short, really."

"Not that one. He was a potential asset to a think tank. Something called 'Project Pegasus.'"

Dooms mask hid any facial expression he might have carried, but beneath the metal plate, he was shocked. "And then he becomes an exotic and is put on our radar. Bad luck, if you believe in luck. Which...you don't, I take it?"

Steve shook his head, thinking deeply. "No I don't. The boy scored a fifteen-seventy-eight on a Gurnsey-Hallimier test, according to his SHIELD jacket. I take it that's good?"

"No, Captain, twelve-hundred is good; a fifteen-seventy-eight is...nearly perfect. The Gurnsey-Hallimier is used to determine potential for non-linear thinking and complex conceptualization, and it's scored out of sixteen-hundred. Even I myself only ever scored a meagre fifteen-ninety-four on it. The boy must be a genius. But...surely SHIELD wouldn't care about him being an exotic? With an intellect like that, they would gladly disregard the AEI anyway, the President be damned."

Steve nodded, the gears in his mind working overtime. "I think someone wanted Parker taken care of. Somebody doesn't want him on Project Pegasus, and they're using the AEI to keep him out."

"Well it's worked, I'd say he's out of the running on a permanent basis now."

Steve cocked an eyebrow at Victor; that was unusually flippant for Doom. No, perhaps it's nothing.

Some rest, some food, and everything would make sense again tomorrow. He knew it.

* * *

La Dolce Notte was Milan's newest hot spot for drinking, dancing and general debauchery, a place where the pretty, the rich, and some steady mix of the two went to poison their brains, demolish their eardrums and pick and choose from a delightful smorgasbord of sexually transmitted diseases. For the right price, you can melt your brain with the latest designer drug, pick up the booze-addled companion of your choice, and generally feed the local Famiglia's bank accounts. And in Milan, the local capo was Angelo Unuscione, a former wrestler – and in Europe, that meant something other than a balding fat man in tights jumping around a ring like a goon – and not a man to be crossed. His nom de crime amongst the local _poliziotti_ was ' _U_ _nus l'Intoccabile_ ', Unus the Untouchable, a name earned mainly for his skill at eluding prosecution – no matter what crime he was accused of, not one shred of evidence, not one witness or whistle blower, ever fell into _polizia_ hands. Of course, what only a few insiders knew was that Angelo had another reason for the name. One he kept very private. After all, in polite society, such things were simply not discussed. So when a lieutenant from a rival Famiglia or some vengeful brother out protecting his sister's honour takes a shot at him, the explanation for why Angelo is unharmed is seldom brought up. The gun missed, or it was all blanks. Nobody ever commented on the strange white aura that seemed to follow Angelo where ever he went. Not if they enjoyed the use of their hands. Luckily, it only took a few tries before people got the hint: you do not _**FUCK**_ with Angelo Unuscione. There was a potter's field on the hills outside the Unuscione estate in San Vito that held the last five assholes who never got that memo.

So it was a bit of a surprise when two men walked up to Angelo Unuscione's private table on the third floor of the club, ignoring his rather superfluous bodyguards, and sat down across from him as if they were old friends. Both men were bald, one black, the other white. The white one wore no shirt, and sported a barbed wire tattoo across his neck, and a teardrop on his eye. The black man had no tattoos that Angelo could see, only scars on his pockmarked face. The bodyguards moved to intercept the pair, only to be laid low by the big white man, a headbutt to the nose crumpling first one, then a right hook slamming the second guard's head into a table at a fearful speed. Angelo tried to get up, but the black man pushed him back down into the booth, sitting next to him, smiling. Angelo's date – he never bothered to learn their names, they weren't important enough to remember – shrieked at the intrusion, only for the white man to stare her into silence.

Angelo, for his part, was outraged. " _Che cazzo è questa stronzata? Chi ha ordinato il nero?_ "

The white man snorted, "Shit boss, you understand a word this meatball's sayin'?" His voice was thick with a drawn out Southern accent.

"Oh yes, Carl. I'm Ethiopian. I know all too well what this oily wop-fuck is saying. We heard it enough from the soldiers during the war."

The black man's smile vanished, and he turned to Angelo.

" _Ciao, Angelo, è untuoso figlio di puttana. Vedo che stai ancora giocando mafioso; Mi chiedo che cosa il vostro padre avrebbe detto su di te sprecare i suoi soldi in questo modo? O la polizia? Sono sicuro che sarei interessato a sapere cosa è successo alla sua ultima fidanzata. Il suo nome era Anna, non è vero?_ "

The girl looked at Angelo in horror, and ran off. Angelo sneered at his accuser, and pushed him from the booth without raising a hand.

"The fuck you think you're talking to, homeboy? You come all this way to talk shit to me? Don't you have a rap video to star in, you fucking piece of ghetto trash?"

The black man looked up at Angelo from the floor, and smiled to his companion, Carl, who was already on his feet ready to fight back.

"It's alright, Carl. They're only words. My apologies, signor – no, _Don_ Unuscione. I misspoke. My Italian must not be as good as I thought."

Angelo rose from the booth, red with anger. "No, I think you said what you wanted to say. You think some cazza nero can walk up to me and disrespect me like that in my own club? And who the fuck is this, you think I run a _circolo per omosessuals_ here? _Prendi il cazzo fuori di qui, finocchio!_ "

The black man crawled to his feet, still smiling. "Carl, this man just suggested that you enjoyed what those big bad men did to you in prison. Are you going to take that?"

Carl's eyes went wide in maddened rage, and he gripped the metal table hard. "Hell no, I ain't no queer!" Angelo watched as Carl's skin took on the same black gloss as the table, the wiry hairs on his arms turning into thin curls of razor wire. Angelo barely had time to react as the now-ebon chrome skinned man drove his fist at Angelo's face. There was a white flash, the sound of metal impacting something, and Carl's fist bounced back a good eight inches. A smokey white haze hung in the air around Angelo, a sly smirk on his face. "Well ain't this a thing? So what, we got us an exotic trying to muscle in on my business? Who the fuck do you think you're dealing with? I'm Unus the Un-fucking-touchable, _capisce_? I'm not _culo_ gangbanger with his pants around his fucking ankles like a _putanna_ , I'm a real fucking man! Get the fuck out of here before I fucking kill both you assholes!"

Carl moved in for another punch, but his boss stood between them.

"Not until I say what I came here to say, Angelo. I came here originally to offer you a place in our organization. We could use a man of your talents, someone... _untouchable_. We're being hunted on a nearly global scale, Unus. Hunted, imprisoned, aborted, sterilized. It couldn't be any more blatant if the American president started rolling out boxcars. We need a unified front, a standing force ready to oppose the humans when they come for us. And I had thought, a man with your skills, your abilities, would jump at the chance to join up. But then I remembered, I hate Italians. Seriously, just as I was sitting down right next to the fog of garlic and patchouli oil that seems to permeate every fucking one of you sheep-fucking pasta-dicks. I mean, you're not the political type, what do you care about changing the world or helping people, when there's futbol to dull your already mediocre wit and vino to numb the sad pathetic life you live. No, on second thought, I don't think you'd be a very good fit for us, Angelo. But, this wasn't a completely wasted trip." The man put his hand against the white haze, pressing against it like a wall of glass. Angelo smirked, "Hey, dumbfuck, nobody gets through my wall. Unus the _Untouchable_ , get it?"

The man only smiled, his teeth an unnatural white against his dark skin.

"No, Angelo."

The haze started to jump and fidget, and the hand made a low chattering noise against the invisible wall. Angelo's face went from arrogant, to perplexed, to wincing in agony in seconds. It didn't take long for a thin wire of blood to trickle from his nose, his teeth visibly chattering. The air was filled with a low humming drone, and Carl cringed when Angelo's teeth finally shattered. Angelo, for his part screamed, falling to the floor clutching his head, the white haze still holding. There was a wet pop, and Angelo fell to the floor, blood trickling from his ears. He rolled over, and Carl saw his eye sockets, empty and wet with gore.

"It's Unus the Untouchable. Not Unus the _Unkillable_. Get it, you worthless dago fuck?"

Carl struggle to keep from retching on the floor, as the white haze slowly dissipated. His boss walked away, sneering. "The sooner I put this shithole country to the back of me, the better. Let's go, Carl."

Carl sprinted to catch up. "Eh, Mister Magnum, what was the point of all this? I thought you wanted to recruit more people?"

"I do. But as I was sitting down and looking at his greasy goat-eating face, I realized that we already have someone with his power, who can use it better and is much more pleasant to be around. Also, I really hate Italians. You're not Italian, are you Carl?"

"N-no sir, I think my family's French, with some English in it."

"Relax, Carl, you know you're safe. I don't hurt my own."

"R-right. Of course not, sir. But...it still don't make no sense, we came all this way jes' ta kill him?"

Moses Magnum turned as he and Carl left the club. Somebody must have found Angelo's body, because the entire club had erupted into a screaming panic.

"No, Mister Creel, we didn't come all this way to kill him. I could have killed him from anywhere on Earth. I could have sunk this entire miserable country into the Mediterranean from the comfort of my toilet seat this morning. But sometimes a man has to do things face to face. I killed him, Carl, because I wanted to. That is all the reason I need. That is the lesson I am imparting to you today. I kill, because I can." Carl felt a chill run up his spine. What the hell was he getting himself into?

Next Time: _Peter settles into what will be his new home, as_

* * *

 _Magneto ventures out to find a new ally. But boredom sets in and Peter escapes back to the city, only to learn that some exotics aren't as well meaning as he or Magneto. Can Peter escape his new captors? And what will Magneto find in the wilderness of the North? Stay tuned for "Down Amongst the Animals!"_

* * *

Translations for the Italian dialogue:

" _Che cazzo è questa stronzata? Chi ha ordinato il nero?_ "- "What the fuck is this shit? Who ordered the black? "

" _Ciao, Angelo, è untuoso figlio di puttana. Vedo che stai ancora giocando mafioso; Mi chiedo che cosa il vostro padre avrebbe detto su di te sprecare i suoi soldi in questo modo? O la polizia? Sono sicuro che sarei interessato a sapere cosa è successo alla sua ultima fidanzata. Il suo nome era Anna, non è vero?" -_

"Hello, Angelo, you greasy motherfucker. I see you're still playing mobster; I wonder what your father would say about you wasting his money like this? Or the police? I'm sure they'd be interested to know what happened to you last girlfriend. Her name was Anna, wasn't it? "

 _circolo per omosessuals -_ club for homosexuals

" _Prendi il cazzo fuori di qui, finocchio!_ " _-_ "Get the fuck out of here, faggot! "


	4. Down Amongst The Animals

Down Amongst The Animals

Peter slouched in the back seat of the car, watching the trees rush by in a thick verdant blur. He clenched his eyes shut, breathing in slow, shallow bursts. Moira looked at the boy through the rear view mirror, trying not to chuckle.

"Carsick, Peter?"

The boy only mumbled something.

"I'm not used to cars. Nobody drives in New York, and I usually move a lot faster than this just swinging around."

Peter hit the power window, letting some cool air rush into the rental. Moira and Max had been strangely secretive the last few days, and the most Peter heard from either was when he had first arrived at the motel room; Moira had some issues with the three of them sharing the same cramped room, but Max had explained that until they had an actual base to operate from, the motel would have to do. Peter hadn't seen anyone turn the shades of purple Moira had.

In the four days since Peter's rescue from the church, where the forces of SHIELD and the Fantastic Four had cornered him, he had come to learn very little about his saviour, Max Eisenhart. During the time in the motel room, Max had mostly been out. Peter had asked Moira – her last name was Kinross, as it turned out, and she was a geneticist from Scotland, a fact that delighted Peter to no end – about Max' absences, only to be told that there was still a lot of work left to do before any more exotics could be saved. That was yesterday, and aside from a single phone call, which Moira handled, Peter hadn't heard a peep from his saviour.

"Where exactly are we?" Peter inquired from the back seat.

Moira flicked her gaze momentarily to the rear view, then back to the road.

"Essex County. You ever been here before?"

Peter stared at the forested expanse speeding past him. "No. Didn't they shoot a slasher flick here? Looks like the kind of place for that, all those trees...probably a haunted cabin somewhere in all that wood."

Moira chuckled, "You don't honestly believe in ghosts, do you? A young man of your scientific aptitude?"

Peter shrugged. "Nah, but I never believed in super powers either, and look how that turned out. For all I know, ghosts are real and everything."

Moira laughed, and Peter sank into the seat, his face flushing with embarrassment.

Peter stared out the window, letting the wind play in his hair, and it wasn't until they had passed a gas station some twenty minutes later that he spoke up again.

"Okay, so...where are we headed? And where's Max, shouldn't he be here?"

"Max knows where we're going, he'll meet up with us. He has something to take care of first; so for the next few days, Peter, it'll be just you and me."

Peter muttered under his breath, "oh joy," thinking Moira couldn't hear. She smirked as she pressed down on the gas pedal with her foot, making the youth in the back seat groan as his stomach quailed.

"And did you pack your own luggage, sir?"

Max rolled his eyes at the TSA officer's question. "Yes, and the bag hasn't left my sight, nor do I have any produce or foodstuffs to declare, nor flora, nor fauna, nor anything else of that variety."

The officer hummed as she checked off the list, "Mm-hmm...and do you submit to a Trask test?"

Max frowned, "No, I'm Anglican."

She raised an eyebrow. "Anglican?"

"Yes."

"Your name is Max Eisenhart."

"It is."

"And you're Anglican?"

"Yes."

"A lot of German Anglicans, are there?"

"A few thousand, I should think. It's not just for the English, you know. I have a Statement of Religious Belief, if you need to see it."

The officer thought for a second, then waved Max through the gate, shaking her head. Max let himself breathe once he was seated on the plane. Moira was right that he might need to invoke a religious exemption to avoid a Trask test, and it had worked, even if he hadn't needed to use his forged papers to back up his claim. To be honest, he doubted Moira's skills as a forger, so he was relieved not to have to use the fake Statement, but it was a small mercy; he knew he'd have to get a more reliable excuse to avoid a Trask test in the future, if this pet project of his was to have any hope of succeeding.

He sat back in his seat, closing his eyes as the other passengers were seated. He barely paid attention as the stewardess ran through safety procedures, and contemplated going to sleep, but forced himself to stay awake instead; he pulled a small notepad from his carry-on bag, and flipped through it. Moira had taken the time to fill a few pages with basic information on Max' target. He struggled to read her small handwriting, making out a few words here and there, and inferring what he couldn't make sense of from context alone. A lot of the information was contradictory – the subject had fought in Korea, or in the Pacific Theatre, or at the Plains of Abraham; he was American, he was Scottish, he was Japanese...nothing was concrete, just a lot of speculation and half-assed puzzling it out.

And on top of that, there was no guarantee this man would agree to join Max. This whole trip, the danger he had put himself in, might all be for nothing.

 _Well, I've come this far, Charles_ , he thought, as he turned the next page, _may as well go all the way_.

Peter got out of the car, falling to his knees as the world swam around him. He sucked in the cool air, feeling it burn his lungs. Moira walked around the car, up the gravel path from the road, looking back at him as the colour returned to his cheeks.

"Oh don't be so melodramatic, Peter, it wasn't that bad a drive."

Peter climbed to his feet, choking back his urge to wretch, and lifted his head. The car was parked just at the base of a hill, a few steps outside a rusted iron gate hinged to a beige stone wall. A weathered and faded sign bolted to the wall read, " Cedar Lake Sanitarium."

"I don't...what is this, Ma'am? Why are we here?"

Moira fished a key from her jacket pocket, and unlocked the gate with a reluctant, metallic groan.

"Peter, you can call me Moira. Or Doctor Kinross. 'Ma'am' is just so...old."

She led the way up the stone path, overgrown with weeds and moss, to the dilapidated structure ahead.

"And this is our new home."

Peter stared up at the four-storey behemoth. It looked like something out of a horror movie, with it's weathered brickwork faded by decades of disuse, it's windows boarded up and the gardens overgrown and wild. There were what looked like scorch marks on much of the masonry, and garbage tossed about the property.

Peter shook his head, "Oh you have to be kidding. How...in what bizarre alternate universe is this anythings home?"

Moira smirked at the boy and unlocked the massive padlock on the front door. The doors clicked and whined in protest, but opened without much resistance.

"Well, not as it is, no. But with a little work, it'll be up and running in no time. We'll get it in shape while Max is away."

Moira led Peter into the hospital. He squinted as his eyes adapted from the bright sunlight to the oppressive gloom, wrinkling his nose at the smell of dust and age. If the outside was a horror movie, the inside was it's sequel, where the deaths were more clever, the gore more abundant, and not even the heroine from the first was guaranteed to make it to the end.

He stepped tentatively over a few discarded shards of glass and wood. The halls were empty, and the silence set the hairs on the back of his neck on end, motes of dust whirling in the idle breeze.

"Um...no, this is not happening. This is not a home, this is where the psycho with the chainsaw and the ensemble made from cheerleaders kicks up his feet when he's not rage-murdering everybody."

Moira chuckled, "Oh come on now, Peter, it can't be that bad. Come on, let's see what's upstairs."

Peter opened his mouth to protest, when Moira gave him _the look_. He knew it well, his Aunt May had perfected it to a science, and he knew that it meant the end of the discussion. He nodded sheepishly, and followed Moira upstairs.

The second floor was marginally better than the ground floor. It was mostly bedrooms, although only a few of them had anything remotely resembling a bed, or a bed frame, or the long torn up or scorched remains of a mattress.

The place had been picked clean by scavengers over the years, the filing cabinets emptied out, the pharmacy having been raided, it's wares traded for discarded beer bottles and signs of youthful rebellion. Piles of cigarette butts, condom wrappers, and cans of spray paint told a story of wild abandon, one that Peter had wished he had never learned. Moira had found a janitor's closet, and half a broom. Peter rubbed his scalp, thinking.

"Hey, Ma'a—Dr. Kinross,why don't we just hire some people to do this? Wouldn't a crew get it done faster than just the two of us?"

Moira stood in the hall, one hand on her hip. "Why yes, Peter, let's leave a paper trail right to our secret base of operations. And maybe after, we can paint the words, "Captain America stinks, exotics inside, please bomb here" on the roof?"

Peter slunk down, having no argument to her logic.

"Now, come on. I found a lock I can't open, and I think your muscle power will come in handy."

And so for the next two hours, Peter broke open the odd locked door, hurled rusted bed frames out windows, and managed to clean a good chunk of the top three floors. He stood around, admiring the cleaner floors and the lemon scent in the air, when Moira appeared behind him, passing by in a rush for the front door.

"Peter, I just got a call from the real estate company, there was some issue with the paper work. Can you finish up here while I go sort this all out? I'll be back in a little while, it's just some snafu with the zoning, I think."

Peter leaned on his broom, a bit confused. "Eh...you're coming back, right?"

"Yeah, I'm coming back. Max would solidify my blood and pull it out my nose if I just abandoned you here. Well, maybe not, but I still wouldn't do it either way. You'll be fine, just finish up here, and I should be done in an hour. I think there's a radio somewhere around here, if it gets too quiet for you."

Before Peter could open his mouth to speak, Moira Kinross was out the door and driving down the road, and he was all alone in an abandoned sanitarium. After a second of standing there slack jawed at Moira's sudden abandonment, a chill ran down Peter's spine, and he went off in search of that radio.

He eventually found it in the kitchen, a room he hadn't yet managed to get to. It was on top of the fridge, which from the smell of things still had what was once actual food inside. Peter refused to go near the stinking wretched ice box, instead pulling the radio to him with a quick flick of his wrist, a thin line of webbing yanking it off the dusty appliance. He popped open the back of the radio, finding three batteries where four should have been, and tossed the radio into the nearest bin, a solid forty feet away, in an overhand throw that would have made the most seasoned NBA player jealous. Peter winced as the radio exploded like a gunshot, then did a double take, confused. The radio was intact – in the bin, but whole. But he knew he had heard something, some sort of explosion. He leapt over the tables in his path to the bin, looking in at the radio in bewilderment; nothing, maybe a bit bent, the speakers blown out, the batteries tossed to the bottom, but nothing that would have made the sound he had heard.

He ducked down as a second sound rang out. It was further away now, and outside, but it was unmistakable. In a flash, Peter, ran to the hall, finding a window overlooking the property from behind. The sun was low in the sky, painting the heavens orange, and the hills gave way to expanses of trees.

A third clap of thunder rang out, and Peter saw a plume of smoke erupt from the trees behind the property. Before he understood what was happening, Peter effortlessly pulled the window up and open, and vaulted out onto the overgrown weeds, sprinting into the woods like a shot.

Her feet hurt so badly, her lungs burning cold with exhaustion. She wanted to stop, to be back home with her mom and her dog and not running for her life. There were too many trees, and she had cut her forehead on a branch a while back. She wanted to stop, but the sounds of running footsteps behind her served as a warning: stop, and _die_. Something snagged on her foot, and she fell forward into a clumsy roll, smashing her head into the ground as she tumbled into the trunk of a tree. Her world was bright lights and pain, and in the foggy distance of her perceptions, she heard twigs crack under weight, she heard voices mumble strange and hateful things loudly. And she heard the shotgun cock.

Peter bounced from branch to branch, sidling against the canopy at alarming speed through the treetops. He stopped only when he saw them – four grown men in hunting gear, armed with shotguns, and a small girl in a tattered yellow dress. Peter looked at the girl as she raised her head, her eyes blurry and unfocused. Her skin was a dusty mauve colour, her eyes large and silver. He positioned himself above the men, as one of them raised his shotgun to her. _God,_ he thought, _they're going to kill a kid! The hell?_

"Damned mutie trash, you think you can come around here and scare our kids? Fuckin' freak, gonna show you things where your kind belongs!"

The girl struggled to stand, but didn't even make it to her knees before she fell to tears.

"Pwease, mister, I didn't do nothin'! I'm sowwy, pwease don't huwt me!"

The man with the gun was unmoved, his finger tensing on the trigger.

A thin line of silver fell on the barrel of the gun, bringing it up hard and fast into it's owner's face just as it fired upwards. The heated barrel burned his flesh, the cartilage in his nose crunching with a wet, violent sound. He dropped the gun in pain, his pals turning to see the brown-haired teenager dangling upside down from the trees by a glistening silvery wire.

"If I were in my usual idiot-stomping uniform, I'd make a "rabbit season/duck season" joke. But seeing as you good ol' boys are setting to blast a toddler in the face because she's pink, I think I'll drop the humour and just introduce you guys to my favourite bone in the human body, the clavicle."

The thin boy flipped off the wire to the ground, his foot catching the nearest hick in the chest just below the neck, a sharp snap ringing out, followed by a breathy scream. His three pals barely had time to turn to their injured friend, when the boy lunged at the one with the shattered nose, shoulder tackling him into the tree like a shot from a cannon. He slumped to the ground like a sack of potatoes, and the lithe figure crossed his arms, fingers making the 'metal horns' sign; silver threads shot from his wrists, covering the faces of the final two men, and with a yank of his arms, the two men were pulled hard into each other, their faces colliding and knocking both men out cold.

Peter took the guns laying on the ground, and with both hands, bent the barrels into a crumpled metal rainbow, pinching them off. He turned to the little girl, whimpering in the dirt, and bent to comfort her.

"Hey...um...little gi-"

Peter's words were drowned out as he tried to put his hand on the girl's shoulder. Her scream pierced the air, and Peter felt cold needles press into his skin right up to the bone; the world lost all colour and he swore that for a split second, he could smell damp soil and taste the back of his own head. Everything went dark, and the world was silent, save for the girl's screech. Peter stumbled back, falling onto his butt into a puddle of water. The metallic sting of the girl's voice faded into a numb buzzing, and light slowly returned to Peter's vision, not that what he saw made much sense. Somehow the forest behind the hospital had faded into shadow, being replaced with a cavern of dusty, dry brick. His head swam as he tried to make sense of what had just happened, when he heard muffled voices, close by but hard to make out. A part of his brain thought they rather sounded like the grown ups on a Charlie Brown special, just a muted trombone going 'wah-wah' with every word. He squinted in the dim light, making out vague forms and shadows and figures. A small one pointed to Peter, and a second blur, a large one – no, a _VERY_ large one – stepped forward, rising up before the dazed teen like a beast from the deep.

And Peter Parker knew only darkness.

Max held his coat shut as the wind hit him from behind at full force. He crossed the tarmac as quickly as he could heading towards the charter plane terminal. Inside, a small owl-like man stood behind the counter, his glasses wide and round on his face, his white hair receding from the top of his head. Max looked around, glad to be out of the wind, and shivered the last of the cold out of his body.

The man behind the counter lifted his head as Max stepped in, and smiled dimly.

"Hi there, how y'all doin'? Windy out there, ain't it?"

Max rubbed his arms for warmth, nodding. "Yes, it's a bit drafty about. Cold too."

"Well that's th' weather fer ya. So, what can I do fer y'all today?"

Max placed his hand on the counter, pulling out his wallet and producing his ID – or rather, one of them. "I called ahead from Vancouver? I asked about a flight to Dease Lake?"

"Oh yeah, that was you, huh? Well, like I tol' ya on th' phone, no airfields up that way. Y'all have ta drive, I'm afraid."

A skinny girl with her hair in a tousled ponytail and sporting glasses as thick as the old man's appeared from the back office, holding a file in her hand.

"Gramps, what's this shit?"

"Never you mind, Holly, just you take care a' th' paperwork."

Holly nudges Gramps aside at the counter, to his annoyance, and she smiled sweetly at Max.

"Hi. Sorry about that. Gramps gets...forgetful sometimes. You want to go to Dease Lake, right? Geez, why? There's nothing up there but hillbillies and trees. You looking for a real ' _Deliverance_ ' experience, I think they have clubs for that in Vancouver, no need to get on a plane."

Max smiled at her attempt at humour. "There's an old friend who lives up there, I thought I'd drop in for a surprise visit."

"Well he'll be surprised, that's for sure; nobody just drops in on Dease. Well, if you want to fly there, you'll have to go to Smithers; they've the only airfield that flies to Dease, Northern Thunderbird Air. We can fly you to Smithers alright, if you want."

Max smiled, nodding. He was worried for a second there that his trip had been derailed. "Thank you, miss."

Holly beamed proudly, while Gramps waved her off, retreating to his office and shutting the door, muttering to himself. Holly shrugged, and smiled awkwardly to Max.

"Sorry about Gramps. I don't know what his issue is with Smithers, but we have to push to remind him that we do fly up there. But we can get you up there, no problem. Let me just chart the flight for you. Smithers is easy. Okay, your name?"

Max handed her the fake driver's license. "Erik Lensherr. "

Holly took the card, and typed in the information, and handed Max his ticket. Max paid, in cash, and was directed to a seat to wait for the pilot. He took the seat, thinking about how he was going to convince this man to listen to him. Given what little he knew of the man, he'd have to play it carefully, try not to come on too strong or too cultish. That was Moira's word, cultish." _Do nothing that makes it seem like you're two minutes away from flying him out to Namibia and mixing the Kool-Aid_ ," she had said. Max pulled out his notebook, opening it to the last page he had open on the plane, and started reading again.

The flight to Smithers was brief and uneventful; the pilot ignored Max, focusing only on flying the plane. Max got the feeling that either the pilot was still inexperienced, and nervous about flying solo, or too experienced, and had become jaded with the passengers, but he supposed it didn't matter one way or the other. The town of Smithers, once Max had landed was surprisingly pleasant. The town itself was nestled in the shadow of the Rockies, and there were shops and venues lining the grid-like streets. He was able to find Northern Thunderbird Air easily enough, and had spoken to one of the pilots about securing a flight to Dease. The pilot's name was Jack Emery, a slight man in his forties, looking all the world like a middle age Tom Selleck in a smaller frame. He seemed amiable enough, although he dispensed with any small talk, listening to Max' story and nodding curtly. Jack had explained to Max – "Mr. Lensherr" - that he only flew to Dease a few times a week, and that the next flight wouldn't be until tomorrow, but there were several motels he could stay the night. Max thought, and asked which one was cheapest.

Peter woke up with a slow slog; his head felt like a hornet's nest wrapped in cotton wadding. He tried to stand, his knees buckling under his body. The room was dark, but there was a ghost of orange light haunting the edges of his vision. He followed what little he could see, until he came to a brick wall, cold and damp and smelling of rot. He felt his way along the wall, his fingers sinking into something soft and giving. It felt like a curtain, the way it submitted to his pushing. He grabbed it, and a knife of pale light cut into the room. He peeked out, looking for any sign of a guard, and saw only an empty corridor, light faintly by burning candles stuck to the walls. Peter nervously slipped away from the curtain, moving silently. He could hear voices not far away, just down the tunnel, and saw a light moving towards him. In a panic, he jumped up, nearly hitting his head on the low ceiling, and twisted his body around, clinging to the damp brickwork. The light grew brighter as the voices drew closer.

Peter hugged himself to the ceiling, holding his breath, making every effort to be invisible, silent, elsewhere. Two figures passed beneath him, one holding the flashlight. Peter turned his head, careful not to shift his weight, and could have sworn that one of them – they were both women, he noted, and not unattractive ones, all things considered – but one of them had six arms, slender and swaying rhythmically. The other one, the one holding the light, had a large bushy tail, and seemed to speak with a cartoonish squeak in her voice.

"So did he say why this one didn't get tossed down a sewer line?"

Six Arms shook her head as the pair of them parted the curtain Peter had just departed, and in only a split second, raced back the other way, shouting for an alarm. Peter quickly crawled along the ceiling,

moving with measured caution so as not to be seen. He clambered along the slick and slimy stone, fitting under (or was it over? He was technically traversing above them) rusted pipes, turning down shadowed corridors and clutching the masonry whenever his skull gave him that lovely buzzing effect it seemed to do so well, to warn him when to hold his breath and silently pray. Where the heck was he? Who were these people? The last thing he remembered...there was pine freshness, and the underscent of bleach, then a scream, gunshots, blood pumping in his ears, everything happening a million times too slow for his liking, and...nothing. Nothing left. Panic had started to set in. The walls echoed with the sounds of calamity and alarm, footsteps and bodies setting off his spider-sense every three seconds, until he could barely hear himself think. He ran his fingers along the ceiling, pulling himself after, heart pounding, mind racing. There were people who needed him, Aunt May, Gwen...no, stupid, that's before. They're gone now. Stupid, how could he have forgotten that?

Suddenly the panic was replaced with a dark gloom. The light seemed to bleed out of Peter's vision, and his thoughts fell like thick rain, focusing on the losses, the pain. His fingers started to loosen, until he fell away from the ceiling. He fell for what seemed to be an eternity, tumbling into nothingness, like he deserved. The cold despair washed through him, saturating every fibre of his being, until he looked forward to his sudden and messy death. He had failed...Ben, May...this was for the best. This way, he couldn't fail anybody else ever again. This way...

 _WHUMP!_

Peter's next coherent thought was, _Dear god, who put a floor here?_

The room exploded into light, some from construction lamps off in the corner, some from the hands, eyes, and heads of the people surrounding him. Peter limply lifted his head, groggy from the fall. His shoulder ached like a mother, but didn't seem broken. Slowly, he forced himself up to his feet, his heavy arms bent at the elbows, fists clenched for a fight, head ringing and spinning. A figure walked forward, and through the haze in Peter's eyes, he could vaguely make out the shape of a young man, thin in the face, with dull glowing yellow eyes. Peter shook his head, confused, and blinked quickly, tears streaming down his face as the despair set in again. He was going to die alone, forgotten, in god knows where, and he deserved it for being the failure he was.

The yellow-eyes figure – Peter could just barely see by the clashing lights that he was pitch black, like an old racist cartoon – spoke up, nodding to someone in the crowd surrounding them.

"Annalee, stop, before he hangs himself or something."

A small woman in a headscarf, looking for all the world like someone's grandmother from an old Britcom, nodded, and blinked at Peter. The despair melted away, giving rise to a warm wave of euphoria that swept over him. He rocked back and forth on his feet, smiling like a goon, and nearly teetering over. The yellow-eyed man steadied him with a hand to the shoulder, and the lights went up, fully illuminating the room for the first time. Peter looked around, dazed and giddy, and saw...it had to be a hundred people, easily. Only not all of them looked like people. Some looked off, with over grown facial noses, or animal heads, or extra limbs. One was too fat to be real, another looked like a human toad. There was a pterodactyl man, and an alligator woman, a giant rat (Peter hoped to spy four mutant turtles in the crowd, and giggled airily at the thought). Six Arms approached, with Fuzzy Tail behind her, and the rest of the audience followed suit, until Peter could only see a spinning blur of faces, eyes, and then nothing else as he slumped to the ground with a shaking sigh.

It was the voices that stirred Peter awake again. He was...somewhere, white-lit and smelling of old bleach, the scent faded with time. He moved to sit up, only for his arm to tell him what a simply bad idea that was. He rolled his shoulder, and the click in the joint made him wince sharply.

"I sssaid to bring him to me sssafe and sssound, Rita. Not break hisss arm."

 _My god, am I listening to a radiator talk?_

Peter turned, sticking his knuckle in his teeth to get through the pain in his shoulder, and noticed that he was laying on a hospital bed, a shower curtain covered in tropical fish surrounding him.

With great effort, he forced himself to swing his legs over the side of the bed, moving through the curtain. He stopped when he saw the pterodactyl man speaking with Six Arms, his eyes wide and jaw agape. The pterodactyl man quickly turned his head at the sound of the curtain rustling. Six Arms smiled at him flirtatiously, her two lowest hands firmly on her hips, her other four crossed at her chest.

"Ah the patient'sss awake. Good. Rita, if would, go inform Missster Grimm that our guessst isss alert."

Six Arms – Rita, Peter corrected himself, he knew her name now – nodded, and strode out of the chamber. Peter looked around, and saw ramshackle devices on the wall, x-ray light boxes and what looked like a cardiogram. This was a doctor's office, he realized. The pterodactyl approached the battered youth, clicking his tongue, a medical light in his clawed hand.

"You gave usss all quite the ssscare, young man, falling from the sssceiling like that. But a remarkable gift, yesss. And durable. A lesssser man would have been killed by that fall, but you sssurvived. Not even a disssslocation, just bruisssesss and ssscrapesss."

Peter eyed the strange man warily. "Um...thanks, I guess."

The medical light shone in his eyes. Peter felt oddly calm and at peace, and wanted to cooperate with the doctor at all times. Nothing else mattered but being a good patient. Yesss...

The light shut off, and the pterodactyl man leaned back.

"Sssorry about that. Sssometimesss I can't help it."

Peter blinked. It felt like a ton of cotton had just been pulled from his head. "Huh?"

"It'sss my eyesss. I'm a hypnotic, you sssee. If I'm not careful, folksss jussst fall into a trancssse around me. I try to keep it under control, but...well, you sssaw. My name, by the way, is Karl. Doctor Karl Lykosss. Eh, with one 'S', it'sss the tongue, you sssee. I literally cannot ssstop hissssing. But enough about me, tell me, do you remember your name?"

Peter blinked. What just happened? His name! Right, he knew his name, it was written on his underwear...no, that was first grade...what year was it? Hang on, he knew this! What was it Flash called him? _"Hey, puny-"_

"Parker, sir. Peter Parker."

Doctor Lykos – _not_ 'pterodactyl man' – perked his head up. "Oh, you're the boy who essscaped from thossse huntersss a few daysss ago, aren't you?"

"Um...yes, sir...I think so. I'm sorry, my head's a little fuzzy. Where am I?"

"Well, that...I would...I'm trying to...pick my...vocabulary very carefully, ss- becau—I want to avoid ss-uttering that letter. Even I'm annoyed by the hisss—that sssoun—the... _din_ -I make"

Peter smiled. He nodded, agreeing that the hissing was irritating.

"For now, let me tell you that you are underground, and no harm will come to you. We call our group the Mor...no, that hasss _that damned letter_ in it, too. Have you read "The Time Machine?"

Peter nodded. It was in fifth grade; the other kids were slogging through Beverly Cleary, and he wanted something with more teeth to it, something interesting.

"Well," Lykos continued, "we take our name from the tribe in the future, that lived underground."

Peter nodded, "The Morlocks."

Lykos clapped his hands together. "Correct, my boy. Alright, back to the diagno...making ...coming to the end of our examination." He thought for a second, picking his words carefully to avoid that dreaded hissing sound. "What...human...am...( _dammit, Karl, 'am?')_ in charge of...the nation...we are in?"

Peter cocked his head. "Wait, are you asking who the President is?"

Dr. Lykos nodded, pleading with his eyes for Peter to not laugh.

"Well, unless I'm in the future...or the past, it's that dillweed Gyrich. Ah...Henry Peter Gyrich."

The doctor nodded, "Correct. Well, from what I can tell, you don't appear to be sssuff...experien...under the effect of a concus...your brain? Okay!" He punctuated this with an awkward thumbs up and Peter couldn't help but blow a stifled laugh. The doctor stared at him for a bit, then joined in the laughing.

Peter was hoarse with laughter when a figure appeared in the doorway. It took him a second, but eventually Peter was able to recognize his soft yellow eyes. The rest of him was quite unexpected, in the light; slender and slight, perhaps a bit older than Peter himself, with pointed ears and pronounced canine teeth, and a thin layer of velvety fur the colour of midnight. Movement flared behind the stranger, who eyed the two cackling hystericals in exasperation.

"What the devil...oh never mind. The boss wants to see our new guest, Doc. Is he good to go?"

Doctor Lykos wheezed and coughed out the dying embers of his laughter, nodding as he gasped for air.

"Hmmm, he can go, Kurt. I'm all done with him for now."

The blue youth escorted Peter from the medical bay. Peter was hiccuping for air, finally calming himself down. "So...we're underground, right? The doctor said you called yourselves Morlocks, I guess that's because you're all hiding underground?"

"Not hiding, living. But yeah. We're in some discontinued steam tunnels, somewhere under the Waldorf, we think. We don't really know,because the only way topside is by teleporter."

Peter stopped in his tracks. "Wait, what? Like in Star Trek?"

The blue kid turned, rolling his eyes. "No, not like in Star Trek. Although Blaquesmith probably could put something like that together, if we had the resources and power supply. I mean, teleporter, like this."

Peter buckled back as the blue kid exploded into a sulphurous cloud, and disappeared. Peter coughed and waved the stinking fog away, trying to find some fresh air amidst the foul. He jumped out of his skin when a hand clamped on his shoulder, the blue kid walking by, a big grin on his face. "Like that.

We're all exotics here, man. We've got three teleporters. I'm just the weakest one, but at least I don't knock you out for a few days, like Jenny does."

"Jenny? Wait, days? How many days was I out?"

"Easy. You were out for about ten minutes. I guess you recover faster or something. Being exotic and all, maybe? And Jenny was the girl who brought you here. Pink skin, small for her age, warps space with her screaming. You must have scared her pretty badly."

Peter thought for a second. "I was trying to help her. There were these guys."

"We know, she told us everything, once Doc Sauron got her to calm down. Oh, that's what we call Doctor Lykos, by the way, Sauron. Yeah, some of us pick out names for ourselves down here. Sort of a thing to sever our ties to our old lives. Who were you up there?"

Peter stopped for a second. A pack of kids race by; two of the boys, one bubblegum pink, the other dull green, stopped to look at Peter as though he were a curiosity. A girl with a skull like face and large black eyes called after them to follow, and the boys ran off.

"Uh...I was...Peter. My name is Peter. Parker."

"Ah. The Spider-Man. Yeah, heard of you. That was crap, what that paper did to you, I'm sorry about your aunt."

"Y-you know about that?"

The blue kid nodded. "Yeah, it's not that hard to get info down here. We have a pipeline. Her name is Miranda, nice lady. Weird hearing, she can only hear things far off away, unless she focuses."

"Right...um, okay, neat, I guess? What about you, what's your deal?"

They stepped down a side tunnel, carved into stairs by some sort of pristine tool.

"No deal. Or a raw one. I was born looking like this. All blue and fuzzy, the tail, the ears, the toes and fingers...you know I don't have an uvula? That little dangly thing in the back of everyone's throat, I don't have one. Don't even know what it's for, but it must not be important, I've gotten just fine without it."

He let out a long sigh, his shoulders slumping. "My name was Kurt Wagner. I was raised by a family of Roma, they put me to work in a sort of ramshackle circus. I was an acrobat. Then there was some trouble with my brother, I had to leave, I came to America, and...well, that was a bad idea. They don't tell you in the travel brochures that blue people are illegal in this country."

Kurt led Peter to the bottom of the stairs, to a large room filled with...well, not much. There was a bookshelf, and a minifridge hooked up to a metal wire dangling from the ceiling, and a cot in the corner that looked like it had been sat on by an elephant, bent in the middle. A chalkboard sat on the wall, with nothing written on it, but several pieces of broken chalk dotted the floor, with piles of white dust nearby each one. There was a sound in the corner, one that reminded Peter of those old mummy movies he and Uncle Ben used to watch on school nights, when Aunt May had an extra shift at the hospital. It was the sound of the mummy pushing the huge rock away from the entrance to his tomb, just before he fell upon the archaeologist's camp to enact his unhol **y** revenge. Stone grinding on stone. He turned his head to find the source of the noise, and nearly tripped over Kurt as he saw a shadow rise up from the gloom of the corners. A match was struck, gliding up to the behemoth's face, lighting a thick cigar clenched between it's teeth. It stepped into the light, and Peter's eyes went wide. It...he? She? **IT** was enormous, easily ten feet tall and built like a mountain. And built, it seemed, by taking brown-orange shale fragments and piling them into the rough shape of a man.

And then it spoke. Because of course it did, everything spoke. The squirrels spoke, the pterodactyls spoke, naturally big orange rock... **THINGS** spoke.

"So dis de joik? Kinda puny. Hey, idjit, whaddya starin' at, ain'tcha never seen an astronaut before?"

Peter tried to speak, but could only stammer a few random noises before an echoing guffaw rang through out the tunnels. "Relax, kid, geez! Youse was gonna faint there, wasn't youse?"

Peter finally remembered how his tongue worked, and chuckled lightly.

 _Alright, big orange thing...doesn't seem so bad,_ he thought. _Probably a mutant like Kurt or the Doc or that Rita lady, nothing to worry about._

"Eh...sorry, I'm having a lot of shocks to the system today. Most...most exotics I've met look...well...normal."

The orange giant loomed down, pushing his craggy face to Peter's and snorting out an impressive plume of thick, purple-grey smoke. "Whatchoo say? Youse sayin' I ain't normal? Is that what youse' sayin'?"

Suddenly Peter felt all the heat drain from his body. "Um...n-no, it's not...oh boy."

The giant pulled back to his full height. "Kid, youse gotta learn ta unstress, youse all tense an' stuff. An' yeah, most exotics youse see up in the city look like regular folks, that's how they hide. But down here, we ain't got that good fortune, ya know. I know, it's hard ta believe, dat even a fella wit' my dashin' good looks would have ta hide in th' flamin' sewers! But kids like Kurt an' Jenny, an' the rest a' dese bums, th' world ain't ready fer folks dat different yet."

The giant sat back down, puffing on his cigar, then groaned out load. "Oy, where are my manners, I'm jawin' yer ear off here, an' we ain't even been intr'doos'd! I'm Ben Grimm, some folks down here call me de T'ing when dey don't think I can hear 'em, but I don't mind none."

Peter's vague-recollection sense was tingling. He knew that name from somewhere. His mind raced through that mental Rolodex he had amassed. Ben Grimm. Ben Grimm. One 'M', or two?

"Wait a...Captain Benjamin Jacob Grimm, the pilot of the Excelsior?"

Ben chuckled, "Hey, youse heard a' me? Whadda'm I sayin', course youse did! I'm an idol ta millions!"

Peter sat across from Ben excitedly. An astronaut. An honest to god astronaut. And he was talking to Peter. This was every dream he'd ever had since he was five, all in one big craggy package. He felt lightheaded, as giddy as a schoolgirl. His face beamed fanboyish zeal. "I watched the maiden flight on NASA's Explorer channel, I...how are you alive? Nobody could have survived uncontrolled re-entry like that!"

"Uh-boy, dat, kid, is a story. Hey fuzzball!" Ben was now addressing Kurt. "Go find Johnny, I wan' him ta meet da new guy. An'...see what's keepin' dinner, wouldja kindly?" Kurt nodded, and was gone in another sulphurous implosion of space. Ben coughed hoarsely. "Geez, someone needs ta get dat kid an air-freshener. Maybe one a' dem pine trees he can hang on his tail."

Ben took a deep drag on the cigar, lighting the room with it, then letting the thick, sour smoke roll out of his mouth. He sucked the smoke back in though his nostrils – Peter hadn't even noticed he had a nose, but there it was, a tiny pebble on his face – and snorted it back out, like a cartoon bull facing down the wascally wabbit disguised as a matador.

"Awright kid, here's da t'ing..."

Moira kicked over the box of debris, her hand clutching at her auburn hair.

"Devil take the boy! Stay. PUT! Peter! Dammit, what is he thinking?"

She spun about in a panic. _Max is going to be livid if I don't find that damned boy!_

Moira paced the floor. There had been no note, at least not that she could see. No signs of struggle, nothing broken, and given what she had heard from Max, Peter didn't seem the kind to let himself be taken without a fight. Moira pulled out her phone, and dialed the number at the bottom of her address book, a number labelled "Aunt Patricia." Pressing the phone to her ear, she hissed an admonishment to herself, "Stupid bloody woman, I can sequence a mouse genome from memory, but I can't keep track of a fifteen year old boy. What a bloody marvellous mother I would have made, eh Charles?"

The voice came on the other end, airy and harsh. " _Night/Wing Investigations, Colleen Wing speaking._ "

"Yes, my name is Moira Kinross, is Jessica there?"

" _Hold on_." Miss Wing vanished from the call, to be replaced with another voice, this one thick with a Queens accent. " _Yeah, this is Jessica Jones. Moira, right?_ "

Moira sat on a dusty stool she pulled from the corner. "Yes, that's right, you remember me."

" _That accent, and the job you put me on, you're not easy to forget. What can I do for you today?_ "

She took a deep breath. She wasn't sure Jessica could help at all, but she didn't know who else to turn to. Max had insisted on not having a cell phone – he was paranoid about having a network the Fantastic Four could tap into – so she was left to fend for herself. Jessica Jones was all she had at this point.

"I have a minor emergency, and I need someone with your skills that I can trust. A young man left in my care has gone missing, and I don't know who else to turn to."

" _And I'm guessing you're calling my drunk ass instead of, oh, say, a cop, because he's one of those_ _ **special**_ _cases that seem to haunt my every waking moment, right?_ "

Moira rubbed her temple in fatigue. "Look, I wouldn't have called you at all, except you have a reputation -"

" _About which, as per one Miss Joan Jett, I do not give a damn_ "

"- For getting results on cases like these."

" _Look, I have a lot of cases right now, and -_ "

"Miss Jones, we both know that to be the highest codswallop. The only cases you have are full of returnables."

" _Oh, you get to fuck right off right there, lady! You do not get to talk to me like that!_ "

"Miss Jones, I would rather not antagonize you, really I wouldn't, but this boy has already lost so much recently, and I fear what may become of him if he isn't found quickly."

There was a stretch of silence, followed by a resigned sigh. " _Fine, text me your location, I'll see what I can do. But Moira, this is going on a separate invoice, just so you know._ "

The call ended, and Moira sent the hospital's address. Ten seconds after she hit send, the phone rang again, Jessica on the other end.

" _Are you fucking nuts? You want me drive where? Lady, that'll take me all day!"_

"Nonsense, it's only a few hours drive. If it helps, I'll even triple your usual fee and pay for the gas. Or, you could always **fly**."

" _Sure, got a broom stick I could borrow? Fine, but this kid had better have beer once we find him, because that is the only thing that would make this trip worth it._ "

Moira waited the four and a half hours for Jessica to arrive, and greeted her at the front gate. Jessica had long, straight black hair lovingly tossed into an unbrushed rat's nest, cold grey eyes hiding behind a web of red veins, and a limp, unlit cigarette dangling from her lip. Her face was a testament to the perils of hard living, not that she cared much. He clothes were sagging on her frame, showing that the concept of ironing was still a far-off and as yet unlearned lesson for the private detective. In short, this was a woman who, despite her storied skills, had been firmly ground beneath life's heel, until she simply misplaced all the shits she had to give. She ignored Moira's proffered hand, and strode impatiently up to the main house followed in a ginger clip by Moira herself.

"Alright, Doctor, walk me through this. You and some kid were here, in the middle of butt-fuck nowhere, in this reject from a Vincent Price movie dump, alone. Uh-huh."

She gave Moira a disdainfully arched eyebrow. Moira puffed herself up defensively.

"It was nothing sordid, Miss Jones, I assure you!"

"Yeah, sure. Lots of women your age take random kids out for long, lonely trips to the countryside. Most of them are schoolteachers, though."

Moira stared at Jessica, her face turning a most fascinating shade of purple. Jessica turned, hiding her wry smile. "I'm just teasing, Moira. Unclench, hmm? So, tell me about this boy? Exotic, right? What did he do? I mean, what _can_ he do?"

"I'm not entirely sure myself. According to Peter, 'whatever a spider can,' whatever that bloody well means."

"Peter?"

"Parker. The boy in question? According to him, he has the," Moira swiped at her phone, "'proportionate speed, strength, and agility of a spider,' and some nonsense about 'tingling in his skull'."

Jessica walked down the hall, bits of plaster and drywall crunching under her feet.

"Right, the spider-kid. Saw that expose. That was bullshit, what that paper did to him. So he's out here, huh?"

"Yes, I had to leave him here to finish some cleaning. There was some paperwork I had to sign. Buying an old hospital isn't an in-and-out affair, you know."

"Hmm," was Jessica's non-committal answer. "And were the windows closed when you left?"

"Downstairs? Yes...we didn't need to open them, the place already had a mould-check. Why?"

Jessica stopped at an open window, pointing the the long fingerprints left on the dusty sill. "Because I felt a breeze. Looks like your boy went out the window. Trying to ditch his chores, maybe?"

Moira looked out the window, down the hill and towards the woods.

Jessica awkwardly pulled herself through the window, catching her left foot as she touched down on the grass and dislodging her shoe. Moira picked it up, tossed it out the window at Jessica's feet, and with a deep breath, a grumbling protestation, and squeezed herself through the window frame, falling into the overgrown garden after painfully smacking her ankle on the pane.

"Ow! Bloody hell!"

Jessica stifled a laugh. Moira scowled at her, straightening herself out and wincing lightly as she put pressure on the foot. "Oh stuff it, you smug moo. Let's go, I want to give Mister Peter Bloody Parker a piece of my mind."

Moira limped down the hill. Jessica had offered to help her down, but Moira's pride wouldn't allow that. No, she had to do this, and when she finally found Peter, she would be giving him sizable chunks of her mind.

The path down the hill got dark quickly. Moira craned her head up, watching the branches over head.

"You expecting him to fly?"

Moira shook her head, "Not fly. Swing. Look for thin silver threads on the branches. That's our trail."

Jessica looked up, eyebrows arched in confusion. "Okay...silver threads. Why silver threads?"

"Because he's a spider-boy. It's his webbing."

Jessica wrinkled her nose in disgust, "God, tell me that's not a euphemism for something."

"Aren't you the woman who once played 'pet the bunny' to a picture of Jim Hammond?"

Jessica bore flaming holes of vengeance and hatred into Moira's skull with her eyes, "That was drunk talk, nothing I say in drunk talk is ever true!"

The pair continued on, until Jessica stopped, holding her hand out to brake Moira.

"Hang on, you smell that?"

Moira sniffed the air. Dank, sunlight, grass... _Almost like a forest_ , she thought sarcastically.

"I smell wood. So what, we're surrounded by trees."

Jessica shook her head, "No, that's...it's sour. It's old, and it's faded, but sour. Like...sawdust. Burnt sawdust and a medicine-smell."

Jessica looked up at Moira. "Shit. Someone's been shooting out here."

The pair looked around, and Moira spotted something in the bushes. Reaching in, she pulled out a rifle, it's barrel bent back and crumpled like tinfoil. Jessica's eyes went wide.

"Holy shit...was that your boy that did that?"

Moira shrugged, nodding blankly, "I did say he was strong."

Jessica took the gun from Moira, who was already looking around for more signs of Peter. Something against the tree, a shape scorched into the wood, still warm to the touch. Moira traced it with her finger,

starting at the top, and circling down around, to a cleft that took her along a short, slender line, down another curve, and down a half a foot, to a light bend that carried on for another...

What was this?

"Jessica, look at this. Burned into this tree here? What does that look like to you?"

Moira turned over to Jessica, who was busy straightening out the rifle barrel with her bare hands.

"Damn kid's strong. I'm actually putting effort into bending this. What was that, Moira?"

"Pay attention, please! This. This...scorch mark on the tree, it looks like something, don't you think?"

Jessica drops the gun lackadaisically to the forest floor, and moved around Moira to see the scar. She tilted her head, relaxing her eyes and focusing on the centre of the large blemish.

"Looks like a person. A kid. Like, a little kid."

Moira stood up, scratching her neck. "What the bloody hell happened out here?"

Max lay on the bed, staring at the powder blue ceiling, humming some Gordon Lightfoot song whose name he hadn't caught that he had heard on the radio during the drive down. The Fireweed Motel had been the cheapest bed in Smithers, he had learned, wiping out only eighty dollars a night from his savings. He hoped he had enough to get up to Dease Lake in the morning, and back home before too long, otherwise he might have to dip into the shadow accounts Charles had left. Max rolled over, turned off the light, and closed his eyes. As it turns out, two plane rides in one day can be exhausting, and he still had tomorrow to look forward to.

Sleep came easier to Max than he thought it would. His dreams were haunted, however, by the memories and corpses of those he had failed. Faces of friends and lovers, cast into masks of fear and betrayal, neighbours now enemies. His house was burning, those he had called 'friend' hold the torch, holding him, as the screams of his wife and elder daughter rang out. Ghosts, all of them. He turned away from the ashes, the mouldering spectres of his family, to all he had left – the twins. Wanda, her hair like sunrise, like passion. And Peter, his Peter. So strong, so quick-witted. But wrong. Something cold in his eyes, something...alien. And in a silver blur, it was gone, replaced with burning ruins, scattered bones, a giant skeleton in a wheelchair looming over him, pleading with it's empty eyes, begging, as a massive weight fell upon Max, buckling him under, crushing his knees beneath it's immense weight, until he collapsed, his ribs creaking and aching under the burden, until they, too, gave way, and all he knew was black.

The cool British Columbian sun broke through the clouds at six-twenty-eight, finding Max Eisenhart alert and awake the last ninety minutes. He had taken the time to shower – a scalding hot one, to scour the feeling of dread and nausea left over from the nightmares – and try to find some place to fill the void in his gut. He thought about walking to the trucker's diner down the highway, but the dreams had killed any appetite he might have had otherwise. He walked around for a bit, taking in the cool morning breeze, and watching the stars slowly fade in the newborn sunlight. By eight o'clock, he had gotten bored of sitting around his motel room, empty belly, watching reruns of some children's show, a middle-aged man in glasses and suspenders putting on a bright green wig and singing to a pair of puppets living in a tree house. He had called for a cab, and decided to try his luck at the airfield. Hopefully they would be open, and he could get on with his mission here.

Jack Emery had just filed away his flight plans for the day, basically up to Dease and back, when Max – Erik Lensherr – arrived with his meagre luggage. The silver-haired man with the German inflection seemed disturbed by something, but Jack made a point of letting people keep to themselves. The plane was fuelled, and so was Jack, as he filled another dose of caffeine into his orange thermos for the flight. He met Mister Lensherr on the tarmac, shook his hand, and led him to the terminal, where everything business-like was settled officially – ticket bought, money exchanged, and a complimentary coffee politely declined. Instead, Max looked out the window, watching the vast expanses of pine trees blur past beneath them. Fog hung around the treetops like halos, frozen in the brisk wilderness air. The stillness of the air, at least beyond the grinding drone of the dual-prop keeping them aloft, reminded him of his home in Argentina; the trees, the birds in the morning, a thousand living alarm clocks he could never seem to find a snooze button for.

He would wake up, make some coffee, and get about teaching the twins, his last remaining children, the realities of the world. Wanda would always struggle with Spanish, and would cry for her mother, not understanding why they couldn't return to Hungary. Peter...just moped, and while he floated through his lessons easily enough, his heart wasn't in them. Instead, he would wander off to be alone. Max, more than once, had found his son hacking away at a tree on their property with a machete that should have been to large for him to even swing, let alone gouge a jagged nest of slashes into the solid trunk of a rubber tree. Max should have seen then, he knew that now. He should have seen the signs, talked to his boy, done what any father should do, would do, to heal his wounded son. But Max had been too damaged himself by the sudden betrayal of their homeland and neighbours, the loss of so much. Peter's wound was great, but Max...Max was cleft in half, and too numb to stitch himself together again. Peter couldn't see that, but that was the trick – the walking wounded never see their own kind, not through their own pain.

Max caught himself tearing up, and quickly wiped it away.

"Yep, you're not the first person to well up over these sights."

Max turned to Jack in the pilot's seat. "I'm sorry?"

Jack nodded in the direction of the trees below. "The forest. Damned beautiful thing. First time I came up here with my granddad, just about stopped my heart. You ever see anything more wondrous than a rain forest?"

Max played along, and shook his head slightly. "No. Never."

This seemed to satisfy Jack, and the rest of the flight was hauntingly silent

Dease Lake was a small community of just a smidgen over three hundred souls, a cluster of cabins and simple buildings along sparse paved roads, with some farmhouses further from the main town centre. Max had managed to rent a car at the airport, and headed into town. According to Moira's notes, the man to see was a bar back at a place called Tanzilla Pub. The place itself looked like something pulled out of a road movie, where the townie takes his new girlfriend and gets into some trouble with the local toughs, most likely knocking over their precious motorcycles and leading to comedic hjinks as they flee. Max shook the idea out of his head, and walked inside. The place was full of people, seated at tables and in booths, eating, drinking, talking. Max looked around, but realized he had no idea what his contact looked like. A waitress came up to Max, smiling assuringly. She was pretty, young, a red head; a quick glance at her name tag betrayed that she was Allison.

"Hi there, can I get you a table?"

Max looked beyond her for a second, then settled on her sea foam green eyes, smiling in a friendly manner. "Thank you, no; I'm looking for someone. I believe their name is 'Genie?'"

The smile disappeared, replaced with hooded eyes and a disdainful frown.

"Shit, you're supposed to be by the back entrance, you can't move this shit through here like that during the day. Go on, get, I'll...let him know you're here, but don't do that shit again! You'll get us closed down. It's bad enough Genie pulls this crap during here of all places."

Max opened his mouth to protest, but Allison's furtive glances to a tall burly man in a black leather jacket, a shield Max recognized to be the insignia of the local police stitched onto the sleeve, sitting at the bar convinced him to play along. He headed back out the door, passing by a young couple – she a rather attractive redhead, he built like an athlete, with short black hair, and both completely oblivious to anything or anyone that wasn't the other.

Had Max waited, only a few seconds more, he might have seen the cold iron glare the woman had given the back of his head.

"Heather?"

She turned back to her date, not even bothering to force a smile. "Something about that man, Jimmie. I can feel it."

The back of the pub was exposed to the rugged country road, fenced in only be some scraggy, underfed fir trees. The cool air inspired Max to huddle in and stand under the vent from the kitchen, as he waited for this 'Genie' person. He would have to have a talk with Moira later about her forthrightness, he didn't think he had nearly as much information as he needed. Clandestine meetings with strangers in other countries...he smiled at the thought of himself as a James Bond-style secret agent. Which he was, when he thought about it.

The faded blue backdoor swung open, and a figure gaited out. It was a man, bald, with a prominent moustache and beard, carrying a large garbage bag. Max' eyes went wide before he caught himself, trying not the stare at the man's diminutive stature – he couldn't have been anymore than three feet tall, if that much. Max worked not to stare as the man threw his burden into the rusted green dumpster by the door. He turned, and saw the silver-haired man standing under the vent, trying to keep warm.

He traipsed over to Max, offering his hand.

"So you the one Allison said was here, huh? Must be Moira's friend, eh?"

Max stood up in surprise. "...You're Genie?"

The little man made a face. "Ugh. Yeah, I'm Genie. Come on, the cops around here can be dicks, let's go into my office."

Genie opened the door. Max hesitated. "But the girl-"

"Allie's good people, but a bit thick, eh? She thinks I run drugs. Sweet girl, not too bright, she won't give us any trouble. She stays out of my office, knows it's where I do my 'business', eh?"

Max stood for a second, then followed Genie inside. There was a stairwell going down just to the left of the backdoor, a lone wooden door at the bottom. Max followed downwards, into the office. The carpet was an unfortunate shade of mauve, the walls a sad cream. The desk was a maelstrom of papers, files, stationary and a lone bulk-box computer monitor.

"Nice office. Very...vintage."

"Nah, it's a crappy piece of crap. I got a computer that can barely run Pong, the carpet looks like a wino puked on it, and the walls were ugly even in the seventies. But it's home, and I don't need much fancy for what I do. Besides, all the pub-business stuff goes on a good computer in the main office upstairs. This is my private office. Now, what did Moira tell you about me, eh?"

Max sat in the green metal chair opposite the desk, shifting to find some vestige of comfort and failing.

"Not as much as I'd like. She was coy about the man I'm here to find, and what intel I do have is...unreliable at best."

Genie snorted a laugh, "Yeah, that figures. The two of them, eh? They both like their secrets. Well, first, intr'ductions. The name's Eugene Judd. They call me Genie 'cause I grant wishes, as long as your wish is ta get the hell outta the country."

"You're a smuggler, then?"

"Nah, nothing so sordid. People want out, they come to me for help. Yeah, I charge money, it takes liquid to buy the right info, pay the right people, but I don't make a profit or nothing. I only charge what I'll need, and I return any left over."

Genie – Eugene, Max corrected himself – moved to the filing cabinet behind the desk, opening the second drawer from the bottom and pulling out a sheave of papers.

"The fella you're looking for, he used to run the operation before me. Quit last year, some personal problems with his family. His little girl went missing, damned shame. Anyway, he used to run the racket between here and Genosha, getting people the right papers and out of the country, eh?"

Finally it dawned on Max. "Oh my god, you're an underground railroad for exotics."

Eugene chuckled, "Yeah, that's how he put it, too. Alright, info. The man you're looking for is Jimmy Howlett. He's a roughneck from way back, and I mean way back. He's probably older than everyone in town put together, not that you'd know to look at him, eh?"

"An immortal exotic? I've never heard of such a thing."

"Never said he was immortal, just old. I asked him a few times, just how old, but he always played coy with that, eh? Got the feeling, though, that he remembers when the steam engine was a curiosity, though. Nah, the real thing is how fast he heals. That's his real thing. See, aging is just our cells becoming damaged and dead. But Jimmy, his body heals faster than his cells can die. Or something, I dunno, it's all science-y Greek to me, eh? Anyway, Moira tells me yer putting up a school for exotics, you need some teachers, security, things like that, I say more power to ya!"

"So...you're not worried that a school for exotics, a place they can go to be safe and protected, will cut into the railroad's activities?"

Eugene chuckled harder this time. He opened the minifridge behind the desk, pulling out a blue can of beer, cracking it open, and setting it on the desk.

"Worried? Hell no I ain't worried. If you can pull this off, I look forward to the vacation time. Not that I think I'll get much, eh? Oh don't get me wrong, I'm pulling for ya, buddy. But unless yer pullin' in every exotic south a' the border to yer little schoolhouse, there's always gonna be folks comin' up ta Dease ta find some safety. So no, I'm not worried about being put outta business."

Max looked around the office, a bit dazed by all he was hearing.

"Wait...how do people come to you? I had to take three planes to get here."

"Yeah, well, we don't really advertise this, but we got some exotics in the States and up here that can move people quickly. A few teleporters in the right towns can make all the difference, eh? But enough shop talk, ya didn't come here to learn how I do business, you came ta find Jimmy, right?"

"That's right. And...I'm sorry for asking, Mister Judd, but just _how_ can you help me find this...Jimmy?"

This time Eugene Judd guffawed loudly, "Hell buddy, I'm drivin' ya right to him! He catches your scent on the wind, an' that ol' wolverine'll find himself a deep hole ta winter in, you'll never get him out! But if I'm with you, he'll at least hear you out a bit before shutting you down, eh?. Now, let's get going, eh?"

Eugene slid from his chair, putting his beer back in the fridge, and slipping a baseball cap as he fished the keys from his pocket, opening the door back upstairs and outside.

The diminutive restaurateur's beaten grey pickup truck rolled down the scraped gravel and asphalt road towards the dense woods in the distance. A small, din-brown sedan sat in the parking lot, watching as the pickup vanished in a cloud of dust. A white horse-trailer wobbles and shook as the car's engine came to life, the trailer's passenger moving about lethargically. Inside the car, a young woman, a redhead – _the_ redhead – looked out the back window at the trailer.

"James, I think it's waking up."

The man behind the wheel, put the car into gear, and steered the car down the same road the truck had disappeared down only seconds before.

"Then we'd better hurry, hadn't we?

Buckle up, Heather, we're ending this today."

Heather strapped herself in as the car sped down the vacant road, the thing in the trailer making low snuffling sounds, like an animal.

Jonathan Lowell Spencer Storm hated living in the tunnels. It was dark, dank, and everybody he saw was some sort of hideous freak. He bit the inside of his cheek at that thought, scolding himself for being so stupid. That was the old Johnny, the girl-chaser, the joker. Those days were over. Now he was Johnny the Freak, Johnny the Morlock. Sure, he looked normal. Or at least, he looked like most people up on the surface, since his new 'normal' included squirrel girls and dinosaur doctors. Normal people didn't do what he did. He might have been lucky, got to keep his face, compared to what some people down here get, but it did nothing to make him feel "normal." He missed things like television, sunlight, even school seemed preferable to life underground. He had had some trouble adapting, spending most of his time moping in the side tunnels and hiding from the others. He preferred to be alone with his thoughts and memories: making time to see Dorrie in between classes, working with his dad to restore that Firebird he was just certain was going to be his centrepiece gift for his sixteenth birthday, trying to stay awake when his sister had one of those god awful nerdgasms over "how brilliant Doctor Richards was, how he was going to change the world, and oh my weren't his eyes just the brightest shade of silver."

None of that mattered now. He had asked the woman with the weird ears – he never bothered to learn anyone's name, he was certain that, any minute now, he was going to wake up in his bed, probably draped over his bed clumsily – he had asked her what was happening on the surface, and after a few hours of strained listening and careful filtering, she had told him with great difficulty that as far as anyone knew, the Excelsior crashed into the sea, all crew dead. When Johnny heard that, his heart sank and cracked at the same time. His friends, his parents, thought he was dead. He had tried to get Ben to listen, to let him go up top, but the big rock pile had taken to his role as leader of the Morlocks too seriously, and too quickly, and had refused to put so many people in danger just for one moody teenager. Johnny hadn't taken that well, and tried to burn his way to the surface, until...well, Johnny knew now that he couldn't burn Ben. He hadn't even noticed the smoke and burning mildew, the sweltering and prostrated people fainting, faltering, nearly dying, as his escape attempt had turned the tunnels into an oven. When he woke up from Ben's clap to his head, he was horrified to see the damage he had done, the people who were injured. Luckily nobody had died; Doc Lykos had seen to that, and one of the Morlocks – Morris Bench, Johnny was sure his name was – had supplied enough water to rehydrate and treat the heat strokes he had caused. After that incident, Johnny stopped trying to go to the surface. He had accepted that he'd probably spend the rest of his life underground. It wasn't such a bad life, he told himself. There were gardens for food, and filters for water, and even electricity, but that wasn't so reliable down here. And they had healers and books, music was provided by a few of the people who could play an instrument, or sing, or could just conjure music from nothingness. And the girls were...alright, if you didn't mind Doreen's tail; Rita and her six-arms had some possibilities, he thought in his more torrid moments. All in all, Jonathan Storm had become inured to the strangeness that was the life.

Which is why when the air exploded into a searing fog of sulphur and hellfire, and a demonic boy covered in blue velvety fuzz dropped onto his bizarre two-toed feet, Johnny didn't even blink, only wrinkling his nose at the stench. This was Kurt, and Johnny only remembered his name because there weren't that many boys close to his own age down here.

"Johnny! There you are! I was looking everywhere for you!"

"Why'd you do that? I've been right here all this time."

Kurt ignored Johnny's lazy attempt at sarcasm, he was used to it by now.

"Ben's been asking for you. The new kid Jenny brought in is up."

Johnny stretched against the wall, cracking his neck loudly. "Great, so what does that mean to me?"

"I dunno, Ben just asked for you. You coming, or not?"

A mote of dust floating in the air just beyond his nose had caught Johnny's attention. It blew at it, kicking it up higher in a circling loop, then sneezing when it went up his nostril. Kurt stifled a laugh, ignoring Johnny's glare, and Johnny pushed off the wall, walking away silently.

Johnny wasn't jumping at Ben's command. No, never think that. He was simply walking around. Maybe he'd check what was cooking on the fires – they had some gardens down here, and one of the teleporters could summon things to them, rather than go places, so meat wasn't quite rat-burgers yet – or he might chat up one of the ladies. He seemed popular with them, but of course he was, the alternatives were guys with talking tumours or melted faces. He might check out what game the kids were playing, join them in a bit of tag or something, he hadn't really decided. And if, in his ambling, he found his way to Ben, so be it. But he was not jumping at Ben's command. Ben and this new guy could wait, for all Johnny cared.

Peter sat by the wall, absorbing everything Ben Grimm had told him; about rooming with Reed Richards – _**the**_ Reed Richards, Peter kept telling himself – about the Excelsior's construction, the maiden voyage, the crash...and how Doctor Richards was killed by the AEI. Peter knew that the Anti-Exotic Initiative was a bunch of bastards, but to have killed a man like Doctor Richards...it bothered him. He had read a few of Reed's books, his thesis on harnessing cosmic radiation as a power source, and even attended a science camp he lectured at when he was twelve. The man was everything Peter had wanted to be. And now that was gone, like so much else.

Ben, for his part, exhaled sadly, a curtain of sour smoke hanging around his head like a hazy halo.

"Kid, you alright?" The gruffly-voiced golem inquired.

Peter inhaled through his teeth, nodding silently otherwise. Nobody really knew what had happened to the Excelsior. Sure, it crashed, all crew lost, that was national news last year. But nobody really _knew._

"S-so...you and Johnny were...the flight did this to you?" Peter's voice stumbled over his words.

Ben stood up, sounding like a quarry rising from it's bed, as his crusty skin creaked and ground against itself. "Nah, not the flight. Reed called it a 'long-wave gamma ribbon'. That's how Reed was, always pullin' out a five dollar word when there were so many free ones he coulda used instead. The Excelsior's plating was supposed to protect us, but I guess we were pinged by a micrometeor that cracked it, compromised the shielding. Reed double checked it twice, he wouldna made a mistake like that. Not Reed. Everything had to be measured, weighed...the man took a measuring tape to his shoelaces, fer cryin' out loud, just ta make sure the loops were symmetrical."

A low orange glow flared an inch from Ben's face, as he sucked solemnly on the battered stogie clenched in his teeth. He thought for a mournful second, holding back the emotion.

"However it happened, the navigations were cooked. It was a statistical miracle we landed in America, let alone in one piece. And when we finally pulled ourselves out of that flaming pile of wasted billions, we were too stunned by the whole damned affair to even notice what had happened to us. Johnny was on fire, Reed was melting into a puddle, we couldn't find Susie, and...I was hunched over in the corner puking my guts out and clawing at my skin. We didn't notice the AEI until the bullets were flying. Johnny got one in the shoulder, an' I...I wasn't gettin' nothin', just ricochet's off my back. Susie vanished in all th' chaos, an' Reed...they did something to Reed. Hurt him bad. I heard him scream, an' he just melted inta a puddle. I woulda rushed in ta stomp those jackasses myself, but Johnny was bleedin' bad. I had to get him outta there."

Ben Grimm fell silent. Peter felt an overwhelming urge to overshare his own life tragedies, but held himself silent, not wanting to usurp Ben's grief with his own.

Peter almost sighed in relief when a tall, thin youth poked his head in the door. Almost, but he was so busy jumping out of his skin when the boy cleared his throat. _Odd,_ Peter thought, _nobody gets the drop on me._

"You wanted to see me, Ben?" The young man sounded bored to be there, and didn't even bother to look at Peter sitting on the floor.

Ben stood up, sounding for all the world like a mountain on the move, his cigar bleeding lose ashes on the damp stone floor.

"Yeah, Johnny. This is Peter. I want ya ta find him a room somewhere, maybe in one a' the unused blocks, I think we still got some room near the hydr'ponics room."

Peter stood up, confused. "I'm so-|

"And tomorrow, I want you ta take him ta Caliban, see about gettin' ta work in th' generator room."

Johnny huffed petulantly. "Seriously? There were things I wanted to do today, Ben. I was planning on staring at the mildew for a few hours; it's starting to get really fascinating now, all the complex relationships and characterizations."

"Can th' sarcasm, hotfoot. If th' kid's gonna stay-"

"Okay, stop the train, I'm getting off here! Who said I was staying?" Peter was surprised by the tone of his voice, he hadn't heard anything so...bald and aggressive, since Flash Thompson made some snide remark about Uncle Ben and had to take a few weeks off until the swelling went down.

Ben half-turned to Peter, a bit stung by the boy's intonation.

"Kid, I thought—didn't I say?"

Peter took a step back. A low tingle in the back of his skull told him that he should brace himself for something.

"No, you didn't say. What didn't you say?"

Ben took a deep drag on the cigar, killing it before pulling it from his teeth and crushing it out on his stony palm.

"Kid, we can't let you leave. It's too dangerous. You're going to have to stay here."

 _To Be Continued_

 _Next Time: Peter tries to find some way to escape the hidden camp of exotics, while Max has to deal with a man against whom his magnetic powers are useless._


	5. Making Friends and Enemies

Peter stepped forward, craning his neck up to the towering hulk of rusty-orange rock looming before him.

"I'm sorry, run that one by me just one more time," Peter's voice was a high-pitched siren of disbelief.

Ben calmed his voice, trying to sooth the atmosphere.

"Easy, kid, it ain't so bad. But we can't jes' have youse run around. It's better if youse stay here for a while. Y'll see, it's not a bad life."

"No no hell no, that does not work for me. I'm not Patrick Doohan, I am not Number Six, and you must have rocks in your frigging head if you think I'd just let you keep me prisoner like this!"

The auburn haired youth standing in the door way slid between Peter and Ben.

"Hey! Jackass, watch how you talk to him, you hear?"

Peter had no idea who this jerk was, but the puny wallflower who quailed whenever Flash Thompson made a scowly face was long gone by now. Faster than either saw, Peter grabbed the other boy's wrists, twisting them painfully, locking his arm behind his back. With a gentle push, Johnny went face first into Ben, chipping a tooth on the massive golem's rocky chest. Ben's thick, craggy fingers reached for Peter, but the boy vanished almost faster than his big blue eyes could see. Ben thought he saw movement, jerky and awkward, on the ceiling, but it disappeared in the shadows.

Johnny massaged his bleeding gums, scowling at the darkness angrily.

"That jackass! When I get my hands on him-"

Ben tried to stop Johnny, but the youth was already gone, his body wreathed in flame, the echoing rush of his jetstream drowning out Ben's protests.

"Match-head, hang on! Don't go...half-...aw consarn it."

There was a way out. There had to be. Okay, Kurt had said that the only way out was by teleporter, but that didn't make any sense; these people needed to breathe, right? They had to get fresh air and water from somewhere?

As this thought crossed Peter's mind, he raced past a large man in a black t-shirt, spraying some laughing children with a torrent of water from his hands. Peter shook his head.

 _Oh god I hope he isn't the water supply around here. Now I really do have to leave, before I wind up drinking a tall, refreshing glass of dude!_

Peter noticed the people staring as he ran by, but what caught his attention was the gaping look of horror on their faces as they stared past him. He was tempted to turn around, but he wasn't familiar with this place, and didn't want to miss a side tunnel or slam into a wall. A sensation, like an electric motor being pressed against the base of his skull, convinced him to divert his attention ever so briefly, turning on his feet to see a golem of raging flame rocketing towards him. He leaned back, feet flat on the mouldering cement floor, and let the human-shaped flare of flame and juvenile rage fly just inches from his head. His skin stung as the flames caressed his vicinity, then was replaced with the relative cool air behind it. Whipping himself upright, his feet instinctively flew from the damp floor, his heels feeling a splash of flame connecting with a whistling hiss less than an inch behind them. Morlocks scrambled away from the chaos, ducking under shanty awnings and into side tunnels. Children screamed and ran to whatever passed for a guardian here in the underground, as Peter juked left and right, zigging and zagging pre-emptively out of the path of any careening missiles. He leapt to the walls, hoping to find some space to breathe, or at least a chance to hide and think, only to have the muted vibrating in his skull inspire him to jump to the ceiling, just as a tidal wave of fire lapped at his former perch, blackening the masonry.

"You stupid flea, get down here and fight!" The flaming figure screamed at him in almost tangible rage.

Peter quickly shook his head, "What fight, this isn't a fight! This is me trying to get out of here and you having a hissy fit!"

Peter winced immediately, now aware of his talent for saying exactly the wrong thing at exactly the wrong time. In a blink and an adolescent roar of anger, the ceiling was painted with white hot liquid flame, licklets of fire whistling to the floor like miniature meteors. The cascade of fire rained down over Peter, who nimbly twisted away. His right hand shot out, and with rapid twin taps of the button on his palm, a rope of silver fluid shot out, catching the flaming figure in the face. The figure pulled at the silver strands, grunting and screaming in rage, inchoate words streaming from it's lips. Suddenly Peter found himself thrown back, as a ring of fire exploded out of the figure, igniting the nearby shacks and hovels. Peter's own foot caught flame, and he scrambled to slap the fire out as the blinded inferno walked towards him. Globs of molten silver dripped from the figures eyes, sizzling as it splattered messily against his chest, his face contorted with rage. Peter thought quickly about his options – who ever this guy was, he was like Mark Raxton, the Molten Man, in some respects. But Peter had lost that fight, and it looked like he was about to lose this one, too. A flaming dart whizzed past his head, singeing his hair and putting his mind back in the fight. Peter ducked behind a column of brick, assessing his options quickly. He could hear a voice amidst the flames, indignant and young, screaming for blood. Looking around, he spotted, hidden well under the chaotic shadows and flashes of orange light the flames were giving off, a stone arch, leading down another tunnel. Moving quickly, the flames coming closer, he whipped out his wrist, and with a liquid noise, pulled himself like a shot along the silver line he had thrown at the wall. With a second line and a stronger pull, he was down the tunnel, engulfed in the moist blackness.

Thick and heavy feet tread down the slick cement floor, as Morlocks on both sides of him rushed to save their hovels and meagre possessions from the flames. Blankets were wrapped over smouldering tarps to smother them, and the water-man in the black t-shirt – Morrie, was his name – sprayed his liquid form over whatever burning patches remained. Small blue eyes scanned from beneath the craggy brow of Ben Grimm. He didn't know if he was going to try to talk Johnny down, or throttle the both of them for letting things get this bad, but he knew he had to find them fast. Before the Morlock Tunnels became a firetrap.

Johnny stomped through the tunnels, his body wreathed in blinding white flames. He cast his eyes over the fire-lit corridors, looking for any sign of the little punk that blind-sided him and hurt Ben. Nobody hurt Ben. And this little shit was going to ruin everything, Johnny just knew it. He had to find this kid, had to make sure he wouldn't cause any trouble for them.

Johnny coughed and blinked as the air in the tunnel became foul with the stench of rotten eggs, thick curls of black smoke lingering around his head.

"Johnny, what the hell, man? You torched the promenade? What the heck are you doing?"

Johnny peeked at Kurt Wagner from the corner of his eye, his face still angry and determined.

"The little shit attacked Ben, Fuzzy. He's gotta learn some manners if he's gonna stay down here."

Kurt hung back a step, stunned; "Wait...he didn't hurt Ben, did he?"

Johnny stopped in his tracks. A light poked through the fog of anger clouding his vision. Ben...Ben hadn't been hurt. Johnny wasn't even sure Ben _could_ be hurt. But Johnny had been. His face still stung and throbbed from where it had collided with Ben. He ran his tongue over his teeth. There was a thin taste of copper, and one of his molars felt different. But...nothing permanent.

Kurt took a tenuous step forward. "He didn't, did he? Then again I ask, what the serious hell, man?"

Johnny said nothing, and his face seemed to soften. The anger in his eyes faded, and he turned back to Kurt. "Jesus man, I was going to kill this creep."

Kurt sighed, leaning against the wall. "It looked like you were going to just torch the whole place, actually. You're lucky Mr. Bench is out there putting out the fires."

Johnny shook the last embers of rage from his head. "Aw hell...I guess I'd better go help him, huh?"

"I think that would be best. Probably convince everyone not to call for your exile or something."

"Th-they wouldn't really do that, would they? Exile me?"

"You weren't here when Callisto was running the show, that lady had a tem-"

Kurt Wagner twisted his head in surprise, as something tackled into Johnny like a shot from a cannon. Half turning, half leaping, and slamming in the wall behind him in the doing, he saw the spider-kid send Johnny flying backwards with a solid fist to the face. Standing, half-cloaked in shadow, his hands and feet coated in a thick, shimmering shell of silver twine, Peter stood, his teeth clenched and his muscular arms tensing.

"Alright, sucker – you had your shot! Now it's my turn!"

* * *

Max Eisenhart stared out the window as the truck pulled up to the cabin house. It was like something out of a movie, or pulled off the label of a bottle of maple syrup. Warm, quaint, well-maintained, and larger than he had expected. But then again, he hadn't expected a freaking _log cabin_ in the first place.

His diminutive driver Eugene killed the engine, pulling the keys from the ignition, and clucked his tongue.

"Whelp, this is it, eh? C'mon, I'll introduce you. Just...don't get yer hopes up, right? He might not be...the friendliest sort, ol' Jimmy."

Eugene hopped out of the driver's seat and walked around the truck to the cabin's front door.

Max stepped out, feeling the gravel crackle under his boot, the grey wind stinging his face.

The cabin reminded him of the ones he had seen as a child, when his father took him to visit his grandparents in Switzerland. They had a villa they kept for special gatherings, New Years and the such, and the sight of the high-peaked roof and the warm glowing windows practically tasted of his Uncle Herman's aquavit.

Eugene trundled to the door on his little legs, and knocked on the solid wooden panelling sharply.

He stood back, rocking back and forth on his heels. Looking up at Max, he smiled.

"He's not a bad guy, really. A bit gruff...and never get between him and a beer. Or meat. Or anything showing the ol' game, eh? But not a bad guy ta know, if ya put in the effort."

Max opened his mouth to speak, when the door opened, and a tall, roan-skinned woman with long black hair tied into sweeping braids answered.

"Eugene? What in the name-"

"Hey, Kayla!" Eugene stepped into the house as if he owned it, the woman - "Kayla," Max reminded himself – standing aside to let him pass, apparently nonplussed by his audacity. "Is he here? I didn't see him on the road."

The woman rubbed her temples, sighing, a vein on the side of her head throbbing.

"Eugene, this really isn't the time. Could you come back later?"

Max dutifully stood outside, not wanting to intrude, but when Kayla realized that Eugene wasn't listening, she surrendered and waved Max inside. He stepped in, standing by the door awkwardly.

"Thank you, Ma'am. This is a very lovely house."

Kayla waved at him halfheartedly. "Thanks. Eugene, what are you doing? He isn't seeing anyone. And who's this?"

Eugene nodded to Max, smiling. "Take off yer boots, ya big goof. This is Max, Kayla. Max Eisenhart, this is Kayla Silver Fox. Jimmy's missus."

Kayla pulled out a pair of coffee mugs from the cupboard and set a kettle of water onto the stove.

"Missus," she scoffed good-naturedly. "Well it's a step up from when you used to introduce me as his 'squaw,' I suppose."

As the water boiled, Kayla walked around the table to the carpeted wooden stairs going down, standing at the top.

"James! We have guests!"

Max hesitantly pulled off his boots, uneasy with their intrusion into the home. He looked around at the walls, covered in portraits and tchotchkes. Kayla, a shorter, stockier looking man with a ridiculous upswept hairstyle, smiled back from one of the pictures on the wall, the man holding up a large salmon suspended from a hook in it's mouth. There were pictures of a small girl, her mother's green eyes, her father's black hair, riding a horse in full kit, or figure skating; a tableau of her life, her growth through the years. Max felt a sharp twinge, and wiped at his burning eyes. The girl reminded him so much of his own daughters, his Wanda, and Lorna, and Anya, and his chest felt empty at the memory of them

A hoarse voice made Max turn around. The man from the picture stood before him, wearing a red flannel shirt and a cowboy hat. He seemed wider at the shoulders, broader, than the pictures on the wall had indicated. His face was stony grim, his grey eyes measuring Max. Eugene beamed a wide smile, hopping off the chair and slapped the man on the small of the back. Max assumed it had been meant as a friendly gesture, but Eugene's small stature made it look a bit awkward. The man kept his eyes on Max.

"Hey Jimmy! Good, you're here. Come on, sit with us, runt, we got something ta talk ta you about!"

Jimmy only stared at Max uneasily. "What's he doing here, Gene?" His voice was a growl, like someone had trained a fighting dog to speak English while gargling road gravel.

"That's what we got to talk about. Jimmy, this is Max. He's got a thing, a-a-a business proposition for ya, so just hear him out, eh?"

Jimmy stewed the thought, rolled it around in his mouth. A silent look to Kayla, and she excuse herself from the room, mumbling something about leaving the men to their business. Max felt uneasy about all this. What had Moira gotten him into?

Jimmy sat at the table, eyes still on Max.

"Well, you gonna sit down, or do I gotta crane my neck up ta talk ta you?"

Max clumsily pulled out a chair, and sat.

"Alright, you sawed-off hockey puck, what's all this flamin' hubbub about?"

Max bit the inside of his cheek to keep from laughing. _Who even talks like this?_ , he thought.

"Right, okay, Max here is working with Moira MacTaggert, right? You remember her?"

Jimmy lowered his head, hooding his eyes.

"Eugene..."

"Okay, okay, I know you ain't done the job since Laura disappeared, but this ain't the job. This is something else. Moira said she needed some intel on some folks, good fighters and such, and you were the first one to come to mind. Jimmy, come on, just hear him out, eh? What could it hurt?"

Jimmy sat silently in thought, before getting up and opening the fridge, pulling out three beers. He set them on the table, handing one to Eugene, sliding one in front of Max, and popping the third open for himself.

"Alright, silvertop, let's hear it. What's so flamin' important ya had to interrupt the game?"

Max tried to remember how his tongue worked, stumbling to recall words and language. There was something silently intimidating about this man, something that made you suddenly self-aware and self-conscious, as if the wrong word would end things very badly.

Max thought for a second, then moved his hand over the cap to his beer, laying on the formica-patterened table. "First, Mr. Howlett, allow me to show you that you can trust me." A low, silent hum began to vibrate the air, coming from some distant place nobody could pinpoint. The bottlecap twitched in the shadow of Max' hand, slowly lifting off the table, until it floated silently a solid four inches off the table. Then, with as much effort as it took to raise the cap, Max lowered it back onto the ring of dew on the tabletop where it had previously sat.

Eugene stared at the sight. Moira hadn't told him what Max could do, just that he could do _something_.

Jimmy, on the other hand, was unimpressed. He raised his left arm, straightened it, and formed a fist, and with a spurt of blood and a wet metallic sound, three long blades exploded from his flesh.

"Big deal, silvertop. We all got ours." He said this with a smirk, as blood ran thick down his arm, dripping off his elbow onto the tile. With a tense of his wrist muscles, the blades disappeared back into his arm, and the blood stopped flowing. He took a cloth from a hook on the wall, and wrapped it around his bloody arm, cleaning himself off, and mopping up the thin red puddle on the kitchen floor. He pulled out a jug of bleach from beneath the sink, and shot Eugene a conspiratorial glance.

"Eh...Gene, no need to tell Kayla I did that on her clean floor, right? She'd flip shit if I got my blood

everywhere."

Eugene chuckled softly, "Yeah, just...warn a body when you pull that stunt, eh?"

Max shook his head in horror, and pulled down another swill of beer. "My god," he muttered. "Didn't that hurt?"

Jimmy laughed, shaking the table. "Are you kidding? Did you see all that blood? It hurt like _Hell_! But that's my thing – it don't matter how badly I get chewed up, I always grow right back, y'know?"

Max took a second to compose himself, clearing his throat.

"Mister Howlett, my school could use a man like you on board."

"Why, you thinking the kids'll need lessons on how to mutilate themselves?"

Max measured his words. This had to be done right.

"The school...is secondary, honestly. The idea for all of this, the school and everything else, it was thought up by an old friend of mine. Charles Xavier. He...he died, before he could make it happen, but he asked that I see his dream become a reality. The world needs to see us, see what we really are, and not just mutants. With the President and his Anti-Exotic Initiative running roughshod over basic human rights, exotics of every stripe are on the chopping block. What the world needs is an example."

With a raised hand, Jimmy stopped Max.

"Okay, stop right there. This is turning into the old spiel HYDRA tried to sell me back in the sixties."

Max' eyes went wide. "H-HYDRA?"

"Hey, I told them 'no'. I don't do the whole 'terrorist-Kool-Aid-waiting-for-the-Mother-Ship thing."

Max winced. He was failing this. "No, you misunder—I'm not explaining this right, I'm sorry. I'm not trying to recruit you for something sordid or illegal – at least, not anything illegal outside of our existence. I'm not talking about planting bombs or trying to intimidate the nation into leaving us alone.

I'm talking about inspiring them, convincing them through legitimate means that we deserve a place in this world. Charles was never about conquest or rule of force; he was a negotiator first and foremost. That's the plan. Show them the good exotics can do, and they'll welcome us to the table. It won't be easy, but...I believe it can be done."

Jimmy Howlett rolled the proposal around in his mouth, thinking carefully. Max said nothing, not wanting to put on the pressure sale, but Eugene couldn't keep himself contained.

"Well? Jimmy, I dunno about all this, but it sounds better than just moping about here doing nothing, eh?"

A pair of hooded eyes shot out a glare at Eugene, and he seemed to shrink down. Jimmy stood up, finishing off his beer can. "Sorry you came all this way for nothing, pal. But I got my own things to worry about right now. Eugene, you take care now, but you'll both excuse me."

And with that, Jimmy Howlett walked out of the kitchen.

* * *

"I'm sorry about that, eh?" Eugene tried to console Max on the way back to the truck.

Max only shook his head. "It's alright. I didn't imagine that I'd be batting a thousand as a recruiter."

"It's just, he's got a lot on his mind right now."

Max stopped at the truck door. "The girl in the picture...she's the matter, isn't she?"

Eugene's face turned ashen. "Laura. Yeah. She went missing a few months ago. Jimmy's convinced she was snatched, but the cops think she just ran away. He'd go looking for her too, but I get the feeling he knows exactly where she is, and he's too afraid to go after her. Afraid of the people who have her."

Max looked back at the cabin, chilling his teeth with a sharp intake of the frigid northern air.

"Who has her? Maybe I can help?"

Eugene climbed into the truck. He rubbed his temples in exasperation.

"Look, it's...Jimmy has some secrets. Even I don't know what they all are. But the way I hear Kayla say it, those claws of his weren't always made of metal. Someone did that to him, someone Jimmy looked for, and never found. They're the reason he wakes up screaming, the reason the two of them haven't shared a bed since Laura was born. These people, who ever they are, turned him into that – metal claws and way too much beer to dull the night terrors, and they have his daughter. Frankly, it's a miracle Jimmy's any kind of sane at all."

Max was silent the entire trip back to Eugene's bar. His mind rolled over thoughts of his own children.

If he closed his eyes, he could still feel the flames as they ate at his home, the life he had built with Magda and his four children curling and blackening with the wallpaper. His neighbours had become swept up in President Cinege's Roma purges. People he had thought of as friends, colleagues, had taken to the streets, driven mad with hatred and the lies of a wicked man, and his family had been the one to pay the price. He had come home from work that day, having had an argument with his employer over the matter of some back pay, only to find his wife's shop and the apartment above it engulfed in flames, an angry mob pelting the fire department with bottles and bricks to keep them away and let the place burn. One of them saw Max, recognized him, and shouted something vile; Max felt pain, blackness, weight upon his chest. His neighbours had pinned him down, beating him with rocks and sticks and whatever else they could find, his eyes never leaving the burning wreck of his home, his family.

It was a girl's voice calling out that woke him from his torpor. Wanda. Sweet, innocent Wanda, with her fiery eyes and wilful spirit. His eyes flared in a rage of binding hope – his family lived! They could be saved! And with a-

Max came back to reality. There were no grand heroics that bloody day. No righteous vengeance, no noble deeds, no wrongs righted. Only compounded. Blood upon blood. Yes, Wanda had been saved, along with her twin brother Pietro, and for that small miracle, Max would always be glad. But his wife Magda, his older daughters Lorna and Anya...they were gone. His life in Hungary was burned down along with his home. Now he was in America; Wanda was studying in Brazil, and Pietro...Pietro was gone, lost.

* * *

Max retired to the room above Eugene's bar. The diminutive bar-back had offered it to him for the night, and Max, drained by his long and ultimately fruitless trip, was in no condition to politely refuse the promise of a soft bed and a few hours rest. He ate and showered in an exhausted fugue state, and collapsed on the bony mattress, inhaling the dust from the pillow and finding himself drifting into a dark, dreamless sleep.

* * *

The camper pulled up through the thick canopy of the forest. It sagged deep into the moist dirt and muck, and with a rolling jerk, the driver and his passenger stepped out. A man and woman, he with sandy blond hair kept loose about his head, she, crowned by fiery tresses that hung around her shoulders. The man – James – took a sharp breath through his teeth, letting the cold grey mist slip through his lips. He looked down the hill at the cabin below, the lights inside only now starting to go dark. He turned to the redhead, who was now working her way to the back of the camper.

"We're upwind. Is it ready, Heather?"

Heather pulled the trailer door open, and reached inside, pulling out a slender arm, then the slight and pale scarecrow of a figure it was attached to. "It just needs the atomizer strapped on. Help me with that James, it's being difficult again."

James walked back to Heather and the creature. It looked human, arms and legs and head in the right places and right amounts. It's head was shorn bald, and a bulky visor, like a pair of futuristic sunglasses out of an old 1980's punk rock music video, weighed heavily on it's face. In the fleeting moonlight made available by the meandering clouds above, a vaguely female form could be made out, if one were to think to do so.

James took out a small black box from inside the camper, and opened it, producing a thick, doughnut-shaped device. With a press on an obscured latch, it clicked open, and he fit it around the pathetic girl-creature's neck. The creature snorted, the only sound it made, like an asthmatic accordion trying to fill it's bellows. Heather opened her thin windbreaker, revealing a skin-tight suit made of what looked like hard white plastic, circuitry crossing the surface faintly, glowing pale red under the moonlight.

"I hate using this thing, James. I don't trust it."

James had by now changed into his own uniform, green and white, tucking his jacket into the camper.

"I know, Heather. But Hull House thought it would be poetic to use it here. This son of a bitch has been giving General Clarke nightmares for years, and now that we know where he is, we're to put him down terminally."

The creature lurched forward arthritically, as if on rusted stilts, and James and Heather followed at a close distance. As the three approached the Howlett cabin, Heather and James drifted upwards into the air smoothly; the creature's visor opened, black slates of plastic shuttering to the side like horse blinders. With a wet mechanical pop, a thin green mist exploded from the collar around it's neck, filling it's head with a sour, musky smell, a scent that dilated it's eyes to pinpricks and set it's heart rate skyrocketing. With a sharp growl, the creature that was a girl lunged towards the cabin, twin blades of shimmering moon-lit metal erupting bloodily from it's hands as it leapt at through the nearest black window.

* * *

Something cold and distant woke Max with a start. It was like a metal chord was struck, something hollow and resonating inside his skull. He sat up in the darkness, and reached for the light, wincing as the darkness screamed and recoiled from the glowing glare of the bedside lamp. As he stood up, it rang out again, noiseless but echoing, something familiar and yet alien. Max opened the door, and slowly slipped downstairs in the indigo dark, finding his way outside, in time to hear the tuneless knell a third time. He knew this feeling; it was the same metallic hum that accompanied his magnetic powers, only writ large, like some vast cyclotron was powering up in the distance. The sensation was coming from the woods behind the bar, up the road towards the Howlett's cabin.

Max threw on his grimmest frown, and in a silent splash of ozone and static electricity, he was gone,slicing through the cold night air like a shot from a cannon.

* * *

Johnny daubed at the stinging spider's web of blood splattered across his face. Kurt tried to calm the thick fog of rage that had settled in the tunnel.

"Let's not do anything stupid, Peter. You're still outnumbered, and Johnny didn't mean anything by – well, trying to cook you. Just calm down, and -"

Johnny barely saw Peter's arm move, only a blur of motion and Kurt splashing into the wall limply.

Peter clenched his teeth, and stepped towards Johnny, and in a wheezing expulsion of indigo smoke, Kurt tackled Peter from behind. Johnny braced himself for the two youths to collide with him, but the raw, nostril-burning stench of sulphur struck him before either of the two combatants.

* * *

Ben Grimm surveyed the damage of the Morlock alcoves and tunnels. The ceilings were scarred with black ash, and the walls bore the marks of a small explosion. Tents that once lined the walls were now stinking heaps of melted plastic, and threads of silver gossamer danced in the meagre, stale breeze made by the milling and rushing of the confused and frightened Morlocks. Children were rushed to safety by their elders, and blankets and buckets were in full force to kill what lingering flames remain.

He scanned the wreckage of Johnny and Peter's alpha male temper tantrum, swinging his ice-blue eyes side to side, taking everything in. He chewed on his cigar, and continued on, almost crushing the two youths underfoot when they exploded into being in a burst of sulphur and inky smoke.

"Holy cats!" Ben shouted, nearly stumbling backwards as he stumbled not to step on anyone.

Kurt held Peter in a headlock with his legs, trying to grab a hold of the thrashing boy's legs and catching a heel in the eye for his trouble. Someone threw an elbow, someone responded with a fist, and Ben just stormed over, his eyes flashing with anger.

"Awright, you chuckleheads, wrestlin' time is DONE!"

The tunnel shook with Ben's voice, and Peter poked his head up out of the tangled heap. Thick, rocky fingers gripped the back of his neck, and pulled him free of Kurt's grasp. Ben hoisted the boys apart, and set them on their feet effortlessly, both stunned, reddened with temper, and more than a little humiliated.

"Blue, go find Johnny, tell him things are settled."

A burst of indigo smoke and brimstone, and Kurt was gone. Peter felt an inner heat in his face, although he wasn't sure if it was from the fight, or from the dressing down he knew he was looking at.

Ben turned his watery-blue eyes to Peter, his thick stony jaw set. Peter couldn't quite read his facial expressions, but the low growl told him this one was nothing good.

"An' you, kid! What's the big idea, tearin' our homes up, hm?"

Peter looked up at Ben; suddenly, the humiliation in his face drained away. His jaw jutted out, his eyes focused and locked onto Ben's. For his part, Ben softened, just a bit.

"Look, kid...it ain't so bad down here. Youse'll get used to it, okay? Jes' give it some time."

Peter lifted himself onto the points of his toes, bringing his face up to Ben's.

"No. Let me go, or we'll have more fights tomorrow. And the day after that, and the day after that. I heal fast, I move fast, and I hit hard, and the longer I'm kept prisoner, the angrier I will get. How long do you think it'll be before I just stop caring and don't pull my punches anymore?"

Any shred of kindness, any humanity or grace, that may have remained in Ben's face, melted away, and like a great orange mountain, he loomed over Peter, gritting his teeth.

"Ya don't want this, kid. I'm tryin' ta meet ya half-way here. It ain't personal, but ya can't leave. I can't risk all these people jes' fer you!"

Before Peter could let loose the string of profanity sitting on his tongue, his eyes went glassy, his head swayed limply on his neck, and he fell back onto his butt, giggling breathlessly. Ben's eyes darted up, and in looking around, he spied the apple-faced grandmother stepping through the throngs of Morlocks that had gathered around their leader and this upstart newcomer.

"Hmph...thanks, Annalee," Ben huffed. The old woman nodded quietly, and stepped back. Peter rolled his head around the room, his eyes unfocused, some part of his mind grasping for any purchase on reality. Ben loomed over Peter, his big blue eyes gazing sadly at the dazed youth.

"Kid, I'm sorry, but...but you'll see. It's not so bad. But first, take a nap."

If you were to ask him later, Ben would say he only tapped the kid. But to everyone watching, Ben Grimm's kick to the boy's face was anything but a "tap".

* * *

It was the cold that did it. Peter had been sitting down to Thanksgiving dinner with Aunt May and Uncle Ben. Ben had just told the same barbershop joke he told every year, and May asked for the potatoes. A hand stretched from Peter's left, handing her the bowl. Peter looked at the hand, then up along the arm to it's owner. Norman Osborn smiled at him, that same sick, slimy used-car-salesman smile he always seemed to wear around Peter. The dining room lights seemed to give him a sick, green hue, and Peter felt his stomach tighten up. His eyes focused on the form beyond Norman, brown eyes and blonde hair and that button nose. He felt his face stretch into a smile as the soft smell of crushed lavender mixed with the oregano in the stuffing. Gwen. She never looked more beautiful. Something wet pooled at Peter's eyes, and his heart felt dark and heavy, and suddenly, Uncle Ben was saying something, but his voice was thick and metallic. Peter turned to his Uncle, and saw him, smiling, scooping a mountain of mashed potatoes onto his plate, still speaking, a small hole drilled into his chest. Peter stared at the hole, ignoring the coppery tinge in his uncle's voice, just staring, watching a black teardrop pool from the hole and stain his shirt, spreading out like the ripples in a pond. And then, he just dropped forward, splattering into the mashed yams and upending the gravy boat. Peter went aback, his eyes cold and wide with the stark horror of his Uncle's collapse, while Aunt May went on about something she saw on television, some awful man swinging through the city. Peter watched her lips move, watched as they shrank down, tightening, withering, until her face was pulled tight against her skull. A cold wave of horror washed over him, starting in the pit of his stomach, then spreading through his face. The windows behind her glowed bright white and orange, the screeching roar of something massive passing by. The windows flared blinding white, and the curtains burst into flame as the skeleton May droned on, her words lost in the rush of blood and fire coursing through Peters ears.

Then the cold came in waves, and the last thing Peter saw was the roof burning off, and May's flesh cracking and flaking away into the whiteness above.

* * *

It took a second for Peter to remember where he was and why he was so cold. He unpeeled his face from the mildewed floor, wiping the wetness from his eyes. The dream. Always the dream.

Sitting up, he rubbed his jaw. Something hard hit him, and left a pattern stamped into his skin; from the feel of it, it was something cracked, like sun-baked road. He ran his tongue over his teeth, gauging the damage. If he could still go to the dentist without having Iron Man show up and try to blow his head off, he'd probably need some bonding for the chip in his teeth, but giving how big Ben Grimm was, and how much Peter's hands had stung from the initial attack that kickstarted all this, chipped teeth were nothing compared to what could have happened.

He felt around the dark room. Well, not completely dark – once his eyes had adjusted a bit, he noticed a small barred window near the ceiling, letting just barely any light at all. Tensing his legs like steel springs, Peter leapt to the wall, landing vertically, and palming the slick, mouldering brickwork.

Blinking, he pressed his eye to the window, and saw the Morlocks walking past, feet, hooves, claws, tentacles, all sorts of different colours and shapes. He could see the market he had nearly demolished in his rampage, saw the people going about, as if nothing had happened. Children with their guardians going shopping, people haggling over the price of strange looking mushrooms and bottles of clean water, trading what looked like little glass beads for reams of white cloth and misshapen carrots. This was a city, or at least a small town, and he had done so much damage to it. He could see a few people mixing some greyish gruel and using it to patch holes in the wall, holes he had put there. The sudden realization that these were people, this was their home, and that he had made it a little less safe for them, even for a second, hit him harder then Ben had. He flashed back to the church where Max had found him, cornered and afraid and angry that his one sanctuary had been stripped away, and he quickly ducked into a corner to retch. These people had nothing but this secret world to keep them safe, and he took that from them. The weight of this idea sank him to his knees, and the tears came quickly and freely.

A metal latch noisily protested somewhere in the dark, and the shadows cut into the shape of a doorway. Peter didn't notice Kurt pouring in from the tunnel outside, only turning in a stunned jolt when a metal tray was placed on the floor. Peter eyed the tray in surprise, uncertain if the food was safe.

"You don't need to worry, it's not drugged or anything."

Peter cast his eyes up to the faint indigo outline of a person, just inside the murk and shadow.

"Kurt, right?"

A fanged smile flashed in the darkness, catching the light from outside the window.

"You remembered? I didn't think you would remember my name."

Peter shrugged, "I'm meeting all sorts of new people lately, I guess I'm just good at names."

He sat on the damp floor, mulling over the food on the plate hesitantly, when Kurt piped up.

"Sorry if you're expecting poison, we used up the last of our cyanide on last week's chili night."

Peter chuckles, but it was a hollow sound. "Thanks, I prefer arsenic anyways. Cyanide gives me gas."

Kurt let out a short, dry snort of a laugh, but Peter's face became sullen again. "So, what happens next? Trial, execution, what's the word out there?"

In the dim light, he could see the pointed, shadowed features of Kurt's face fall.

"We're not monsters, Peter. Nobody wants to hurt you, we just...don't want you to hurt us, either."

"Then tell that big rock pile to let me go, and I won't fight back. I don't like being kept somewhere I don't want to be."

Kurt only stood up. After the longest ten seconds, he sighed tiredly, and turned to leave.

"It's not a bad life down here. You'll like it. You'll learn to like it."

He was halfway out the door when he looked back into the darkened cell.

"We all had to learn to like it."

* * *

Ben Grimm's thick feet trod the moist cement floor of his "office". The week-old stogie clenched in his teeth had lost it's flavour days ago, but cigars were as rare as gemstones down in the tunnels, and he wasn't going to mash this one out until he had burned through it. Johnny Storm winced as the bearded old healer daubed at his bleeding face with his hands.

"Hold still, Johnny, my powers barely work on you as it is without you flinching all the time."

Johnny gritted his teeth, eyeing the old man indignantly.

"The little freak's stronger than he looks," he hissed through clenched teeth.

"Yeah, well nobody told youse two ta get all punchy, now did they?"

Ben was in a mood, the likes of which Johnny hadn't seen in a while.

"Hey, he attacked you first, I was just-"

"Bein' terminally stoopid, I know. Damn, Hothead, youse nearly burned the whole joint down. Do I look hurt, kid?"

As Johnny flinched under Healer's ministrations, Ben sat on his floor mat, resting his chin on his hand.

He rolled the smouldering cigar in his teeth. "Dis kid's gonna be trouble. I jes' know it."

Healer stood up, massaging his hands. "Ben, I've done all I can for him. Any bruising or tenderness left is beyond my ability to heal."

Ben nodded, waving Healer off. Johnny stood up, stretching his legs. "Look, Ben, I...we were both jerks, okay, but Kurt says the new kid was talking about some sort of school for people like us, and I was thinking, maybe I could-"

Ben closed his eyes, lowering his head. "We been over dis, match-head. Guys like me an' Doc S, we gotta stay down here, 'cause a' how we look. But yer famous, Johnny. Flamin' boy-astronaut an' such. Youse wouldn't last ten minutes up there, before Iron Jackass an' his goose-steppin' buddies tracked ya down."

Johnny's head sunk. Ben rose to his feet, dropping his massive hand onto the youth's shoulder. "Lissen, Johnny, I know this place ain't exactly a hotspot or nothin', but at least we got food, an' a place ta sleep, an' no lunatics in tin tuxedos tryin' ta kill us. Jes'...jes' hang in there, hm? Be patient, alright? We got two more years a' President Gyrich, then some other bozo takes the job, an' we can get that bullshit Order-682 repealed or revoked, or whatever it is."

Johnny fought back the anger and invectives that sat on his tongue, and silently left.

Ben watched as Johnny sulked away. His thick fingers clenched into a fist. Something had to be done about this Parker kid.

* * *

The Howlett residence was a war zone. The walls on fire, the furniture eviscerated in what looked like a hailstorm of kitchen knives. Electrical wiring, pulled from the walls, sparked explosively, burning the gaudy floral wallpaper. Pictures and crude crayon drawings scattered on the floor in a hectic disarray.

And kneeling behind an overturned fridge, Jimmy Howlett held onto the wounded and bleeding form of his wife, tears blurring his vision as he pressed a blood-soaked cloth to her shoulder.

"Stay with me, Kayla! Please, just stay with me!"

Kayla fumbled her fingers to Jimmy's lips, hushing him, just as the broken scarecrow figure of the girl-creature lifted it's head, tilting towards the sound.

Kayla forced her eyes open, pulling her head up to see Jimmy. "N-not so loud, James. 'S taking ev'rything I have to hide us."

The girl-creature jerked and stilted to the fridge, stepping over the broken memories of the Howlett family, sniffing and gurgling in it's throat. It climbed over the remains of a broken chair, looming over the upturned refrigerator, snuffling breathlessly at the air, searching, and finding nothing. The air had no scent, save smoke and the hazy vapourized hatred atomized up from her collar, the green pheromone driving the girl-creature to hunt. The house was otherwise deathly still, no sound, no scent, no sight. Only emptiness. The girl-creature turned away, seeking it's prey elsewhere. Jimmy watched it stalk off, down the hall to the bedroom. He waited, watching the hallway to make sure the girl-creature wasn't coming back, then, when he was confident he had a clear path, he bundled Kayla in his arms, and ran for the door, forcing it off it's hinges with his shoulder. He nearly toppled over as he stopped suddenly, blinking in disbelief at the two figures standing in the glare of xenon headlights from their vehicle.

"Well," began one of the figures, the woman, "Director Clarke won't be happy to hear his little pet can't do it's damned job."

Jimmy blinked through the light, blocking it out with his hand while struggling not to drop Kayla.

"It can't be helped, I suppose," this figure was a man, and wasn't even trying to hide his disdain. "It does come from inferior genetic stock after all."

"Well, we are dressed for a scrap, James. May as well do the job ourselves."

The hairs on Jimmy Howlett's neck stood up, and in a split second, he slid into the dirt, just inches from where his door-frame once stood, now exploded into a storm of splinters and debris. Kayla slipped from his grasp, rolling limply across the scattered gravel driveway.

"Oh that's no way to treat a lady," the woman sneered. A bolt of heat and a clap of ozone, and Jimmy felt a lash of fire go up his spine, searing off his flesh. Jimmy howled in pain, pulling himself along the ground, trying to scramble to safety, anywhere he could clear his head long enough to escape with Kayla or fight back. He screamed in agony as a heavy weight slammed into the scorched strip of flesh marring his back, thin fingers clutching at his hair, pulling his head back. The woman – Jimmy knew her, he realized, although how and from where escaped him – her fingers humming hotly near his scalp.

"Don't play with him, Heather, just kill him already. I'm a bit bored with all this wilderness, and frankly, the smell of the grimy little mutie is starting to churn my stomach."

The woman, Heather, clutched Jimmy's hair tighter; "Aw, but you never let me have any fun, James.

Please, can't I play with him. He makes the cutest screams."

James shook his head, turning back towards the house. His eyes widened when he saw the waif-thin girl-creature, on it's spindly, uneven legs, loping out of the wrecked house, trailing a rod of shredded curtains snagged around it's left ankle.

"Heather, for god's sake, finish him now, the pet's off it's leash and I don't have enough juice to fly."

The woman turned back to her partner, her smirk sick and wide, her eyes flashing madly. She slammed Jimmy's head into the ground hard, a solid metallic tang ringing out, and pulled his head back, stray bits of gravel embedded in his face.

"Aw, but that's no fun, hon. Go keep the doggie busy, and let me play with the runt a bit, hm?"

James rolled his eyes, stretching his hand out blindly. The girl-creature jerked unsteadily on it's spindly legs towards him, and in a clap of static and ozone, was hurled into the exterior wall of the house.

"Clarke is going to be pissed if we break her."

Heather giggled, as she burned the flesh off Jimmy's face with her hand; "Oh don't be such a worrywart, James. We bring back a couple lumps of this runt, or whatever's left of him, and Clarke can clone himself a whole harem of those things. Shit, I think he's done that already. He does like them young and broken, I think." Her voice raised an octave, like a child who had just found a new treat.

"Ooh, James, you have to see this! His skull is so shiny!"

Jimmy screamed incoherently, struggling to get away from Heather's tight grip. He threw his head back, catching her blood-slicked fingers in his teeth, and bit hard, feeling the wet snap of cartilage as hot copper filled his mouth. Heather howled in pain, pulling her hand back,three fingers poorer. Circuitry from her torn suit crackled and sparked where Jimmy's teeth had torn, and with a growl, he spat her fingers in her face. One amputated digit landed on the rim of her gaping mouth as she screeched in pain. Quickly, and ignoring the searing pain in his face and back, Jimmy scrambled forward a few feet, landing on his side and sending his foot into Heather's knee with a wet crack. She folded at the knee, her scream cut off as the short, bloody man moved like mercury, pressing his fist to her skull in one fluid, inhuman motion. Before her partner understood, a sound like metal rubbing against raw meat slipped out, and three sharp points came out the back of Heather's head.

Heather slumped over, convulsing briefly before falling still. Jimmy scrabbled up to his feet, and threw out the blades from his left hand, complementing his armed right.

"You fuc-" James' curse was cut short, as a sound behind him caught his attention. He turned to see the

girl creature, rising from the ground, the metal collar around it's neck split open like ripe fruit, a wet haze of dull green mist clouding around her head. She growled madly, spittle dripping from around her mouthpiece, as she loped forward, only to be frozen on the spot, James' hand stretched out to her and his suit humming with power. Quickly, he shot back to Jimmy, holding the blood soaked man in place with his other hand.

"Fucking mutant filth. To hell with my orders, Clarke will just have to find a new pet freak to work with."

Jimmy made a sound, low and menacing, bubbles of spit and blood falling from his mending face. By now his lips had grown back, his nose slowly but visibly forming anew. His eyes, however, were steel-grey and locked on his attacker.

"Y'shouldn't have come here, bub. Clarke shoulda toldja."

James glowered death at his wife's killer. "I'm gonna kill you last, runt. Do the brat and the squaw first, make you watch. Like you made me watch."

James' suit began to hum, a soft drone that steadily climbed in volume and pitch, until it was deafening steam rolling off the bizarre circuitry. Jimmy and the girl-creature tried to reach for their ears, to hide themselves from the rising cacophony, but were trapped in James' invisible shackles. Both screamed in pain, as the noise became unbearable, inescapable. Blood sprayed limply from Jimmy left eye as a vessel gave out. He could feel his skull ring with the assault.

And then, nothing.

Jimmy fell to the driveway, gasping and retching and trying to think past the pain. There was a voice, soft and gentle and familiar, but cold and stern in it's tone. What was it saying? Jimmy waited for his eardrums to grow back, for his balance to return.

"How intriguing," the silver-haired figure in the soft plaid pajamas noted, hovering ten feet above James MacDonald amid the ruins of the Howlett cabin. "Your suit manipulates the electromagnetic spectrum. I'd be most interested in knowing how you do that, but...well, you are trying to kill a friend of mine."

James grunted, straining to lower his arms, his eyes turned upwards to the bizarre floating man.

"I don't know who the hell you are, but this is so much bigger than you know. These freaks are property!"

Max lit down on the gravel, his hand still outstretched, his fingers still curled into a claw, holding an imaginary ball. "You're right, you don't know who I am. And for a while, even I wasn't certain. But I think if I'm going to do this, I should do it right. You, you disgusting bastard, will refer to me as Magneto, the Mutant Master of Magnetism. And I find your little artificial magnetic suit...quaint."

Max crushed the imaginary ball in his hands, and exploded his fingers out, and James MacDonald was sent careening through the night sky, screaming his hatred and a string of profanities all the while, on a wide trajectory through the woods.

Jimmy haunched to the ground, coughing up threads of blood as his face grew back. When he was certain he had eyelids again, he stood up, running to Kayla's side. Max strode over, as Jimmy rolled his wife onto her back. Her face was pale, her shirt near-black with blood.

"How is she?" Max quickly scanned the carnage, and cursed himself for being too slow.

Jimmy pressed his fingers to Kayla's neck, searching for a pulse.

"Alive, barely."

"Is there a doctor we can take her to? A hospital or something?"

Jimmy spun his neck around; "No! No hospital! They'll find us. God, I...there's a guy I know. It's a drive, but he can help us."

He stood, cradling his wounded wife in his arms and starting for his truck. He stopped in his tracks, his eyes locked on the wreckage of his house for a long second. The girl-creature was gone, wandered off in the chaos, leaving behind the remains of her collar. Max passed him to the truck; "Come on, then, I'll keep her from bleeding out, you drive to this friend of yours!"

* * *

Michael Twoyoungmen had been sleeping in his trailer, the sleep of the dead, with dreams to match, when an impatient pounding on his door woke him. He stumbled up from his bed, kicking over a plastic soda bottle he had been meaning to recycle for weeks, and meandering his way to the door. He barely registered seeing his old poker buddy Lucky Jimmy standing there, holding his bloodied wife, some white-haired dude escorting them in.

Jimmy barged into the trailer, laying Kayla on the unmade bed without the slightest pretense of manner.

"Mike, you gotta help her, she's bleeding bad."

Before Michael could say anything, the silver-haired man stumbled in, holding his head and wincing in pain. "Mister Howlett, if your friend is going to help, he needs to do it now. I can't divert her blood from the wound much longer."

With a groan, Max dropped his magnetic control of Kayla's blood, and she began pumping into Michael's bare mattress. Michael hurried, scrounging through a cardboard box near the corner, pulling out a medical kit. Opening it quickly, he pulled out a patch of sterile gauze and a roll of surgical tape, and pressed it to Kayla's seeping wound.

As Michael tended to Kayla's injuries, Max pulled Jimmy aside furtively. Stepping out into the foggy darkness, the sun just beginning to tease itself over the horizon, Jimmy stared out into the distance, the ramshackle trees filling the valley below.

"Am I allowed to ask who those people were, Mister Howlett?"

Jimmy growled under his breath; "Remember when I said HYDRA had asked me to join?"

"Yes..."

"Well, they ain't too familiar with the word, 'no.'"

Max' eyes went wide. "Those people were HYDRA? But...those suits – I'd never even heard of anything like them before."

"Pft, yeah...well, welcome to a post-Stark world. They were part of some fancy-ass Buck Rogers outfit, HYDRA's science division. Advanced Ideas Mechanics, I think it's called."

Jimmy dug into his pocket, and pulled out a half-bent cigar and a single match. He struck the match against his cheek, lighting the cigar, and taking thick, long drags on it, letting the acrid purple smoke plume lazily from his mouth.

"Don't tell Kayl' I had this, okay? She thinks I quit."

Jimmy sat on a nearby picnic table, watching the infinite blue-black sky begin to pull away from the pink sunrise. He had sucked half the limp and worn cigar into oblivion, when he pulled it away, chuffing it out against his jacket sleeve and tucking the smouldering stub into his pocket.

"They were friends of mine; Jamie and Heather Hudson. I knew her folks, introduced them to each other. Took me a while to place her face, after what they did to my head, but I remember them. I thought they were my friends. But in the end, it turned out they only wanted me for my healing.

AIM wanted some sort of bio weapon, something they could sell to the highest bidder, or use for their own ends."

Max, turned this new information through his head, analyzing it for long and deliberate moments.

"So, they're the ones who put that metal in your arms?"

Jimmy flexed his wrists, and in a loud sprang of steel on flesh and a haze of blood, his claws exploded from his forearms. "Yeah. Some new alloy; they called it 'adamantium.' Hard, unbreakable. Toxic, too. Stuff will eat your liver and bones. That's why they needed me. My body heals any kinda damage, so I can repair myself faster than this crap can kill me."

Jimmy shook in the cold air, and the sun finally crested the horizon. He collected himself, continuing;

"I got out. Broke out of their facility before they could fuck with my head, killed a lot of them to do it. But I got out. And I ran. I thought I was free, that they had forgotten about me. Captain America comes back, the Fantastic Four start fighting exotics, I thought HYDRA and AIM had enough to deal with. So I hid out here, middle a' nowhere; met Kayla, had Laura."

"Laura...that's your daughter, isn't it? She's missing?"

"Pfft...Gene's got a big mouth. Yeah. Few months ago she was walking home from school. Never arrived. I went looking for her, but...well, it's not like I had any contacts in HYDRA or anything. I burned a lot of bridges when I left the army, and an exotic like me ain't got a lot of places to turn to. HYDRA had her hidden away, and...god, you ever feel helpless, old man? A father's supposed to protect his kid, ain't he?"

Max watched the trailer. He could hear Michael Twoyoungmen inside, working to save Kayla.

"Yeah...yeah, he is."

A long silence hung over the two men, until Max stood up from the table, and stepped towards the trailer.

"Mister Howlett – Jimmy – my offer still stands. We could use a man like you, and we may be able to offer some aid in finding your daughter, somewhere down the line. It's not much, the word of a stranger, but from one father of lost children to another, I will do all in my power to help you get your daughter back, no matter what your decision is."

It was another three hours before Jimmy said anything. Not until Michael came out, covered in blood and sweat, his face lined. He held a cup of coffee in each hand, and put them gently on the picnic table.

"Jimmy, man, I don't know what shitstorm you walked in this time, but don't you ever put me through something like that again, you hear me?"

Jimmy nodded, his eyes hooded. "I hear ya, Mike."

"No, seriously, she nearly died twice on my bed. What the hell did you go and do this time, you crazy bastard?"

Max piped in. "Excuse me, Mister-?", no realizing he had no idea who this man was.

"Doctor. Or I was, before the assholes in the CPD decided my drinking was a problem. Michael Twoyoungmen, I suppose. You a friend a' Jimmy's?"

"Yeah, Mike, this is Max. He's openin' a school for special kids, wants me to work there."

Michael Twoyoungmen looked at Max suspiciously, his eye brows crooked in dismay.

"Shit...you know this hairy munchkin is batshit insane, right? Always on about secret conspiracies, implanting weird shit in folks; you sure you want him around kids?"

Jimmy got surly, but kept it cordial, despite the vein on his neck throbbing.

"Hey, thanks for patchin' Kayla up fer me, Mike. I owe you big time. But I guess the farm report's jes' about on, an' I know how you hate to miss that, so we'll jes' collect the Missus and be outta yer hair, cool?"

"Whoa, Jimmy, slow down, Kayla was cut up pretty bad, I don't know that she can travel yet. Wanna tell me what happened?"

"You know how my nightmares get, Mike. One second yer frolickin' with a herd a' unicorns in a meadow a' wildflowers, th' next yer dodgin' napalm strikes in th' jungle. Kayl' came ta check on me, an' she caught a nick on her shoulder."

Michael weighed Jimmy's story in his mind. He rolled his eyes from Jimmy, to Max, who stood there stone-faced. Finally giving up, Michael threw out his hands, and sighed. "Sure, Jimmy, a nightmare. Just be careful with her, the stitches might be a bit...sloppy. No jostlin' her or nothing."

He climbed the steps into the trailer, hanging off the door-frame, and turned back to the two men.

"Oh, and Jimmy? Next time take her to a real doctor, eh? For all our sake?"

Max was sublimely careful loading Kayla into the Howlett's truck, using his powers to keep the sutures from ripping. He buckled her into the seat, then himself.

"You have the most interesting friends, Mister Howlett."

"Eh, Mike's alright. We were in the Calgary Police Department together a few years back. Didn't work out. I didn't like taking orders, an' his marriage fell apart. We were a couple a' losers, y'know."

Max didn't respond, his focus on keep Kayla comfortable. She lolled her head about her shoulders, mumbling in her sleep.

"We'll need to get her to an actual doctor, Jimmy. I'm sure your friend did what he could, but she'll need

something more than some ramshackle stitches in a camper."

"You think we can just walk into the local clinic and get her fixed up? They'll ask questions, man, and we ain't got the answers they want to hear."

"...Well, on a related note, do you have any ideas for getting us back to New York? I hadn't anticipated any injuries and that might be an issue."

Kayla opened her eyes, parting her thin, pale lips, her voice a cracked whisper. "Jimmy...call the Operator."

* * *

Max huddled against the telephone pole outside the hardware store. He couldn't believe his eyes. He had heard rumours, soft hushed whispers that such things still existed, but he never thought he'd see one again. And the oddest part was, the people just walked past it, paying it no heed, as if they couldn't see it, had no idea it was there. Like it was normal or something.

"It's jes' a phone booth, silvertop, it ain't gonna bite."

Jimmy closed the door behind him and hunched into the phone. Kayla was looking better, more alert and lucid. She leaned against Max on the faded bench near the bus shelter, her sigh a stuttering whistle.

"Are you sure you don't need a hospital, Missus Howlett?"

She hummed dimly. "'M sure, Max. Jimmy always said if Mike Twoyoungmen couldn't patch you up, then you were done for. The man's a magician, I swear."

"If you're sure, then. Who's this 'Operator' your husband's calling?"

Kayla sat up, wincing and reaching for her shoulder. "Did Eugene tell you about Jimmy? What he does? What he...did?"

Max eyed the people passing by, suddenly suspicious of errant eavesdroppers. "He mentioned some relocation, yes. Jimmy was...an underground railroad of sorts, wasn't he? For exotics?"

"That's right. He helped folks get out of the States, helped them to places like Wakanda and Hammer Bay. The Operator was one of his contacts, would take the clients further up the network. Jimmy and I were just one stop, there were people from Florida to Wakanda working to get exotics out of the States after the President lost his tiny little mind."

Max watched the people on the street pass by. The smell from the nearby doughnut shop set his mouth to water, but he bit his tongue, holding back on his hunger. Instead, he turned to Kayla, who was adjusted her shoulder painfully, gritting her teeth.

"You're like us, aren't you? A mutant?"

Kayla smiled, and nodded slightly. "That's right. I hide. I mean, I do this...thing, I don't know how it works, but if I don't want to be found, I can't be. Not by anyone or anything. Not by body heat, not by scent, not even by sonar. It's only good for about ten feet around me or so, but it's been bulletproof so far. What about you, you fly?"

Max smiled, and looked over at Jimmy, who was deep in conversation in the phone booth.

"Eh, not quite," he said haltingly, the cold starting to get through his jacket. "Rather, I manipulate the magnetic spectrum. I levitate, like those trains in Tokyo. I move and control ferrous metal, anything with iron in it. Like blood, for instance."

"And that's why I didn't bleed out. Okay, but what about before that? I mean, who the devil are you, even? You just come out of nowhere and talk with my husband about some school you want him to teach at, and you save our butts when those maniacs blow up our house, and you save my life – thank you, by the way. But who are you?"

"Well...that's complicated. I'm...or rather, I _was,_ a lawyer, back in Hungary. But now, I guess...I guess I'm a headmaster. Or a revolutionary. Or a damned lunatic for even trying all this."

The phone clicked on the receiver, and the booth door creaked open arthritically. Jimmy approached his wife and the silver-haired stranger that had kicked over their lives, his hands dug into his pockets in an air of soft but vague rebellion.

"Telly's on his way. We should get in the truck."

Max stood, helping Kayla to her feet. "He can get us to New York?"

"Nope," Jimmy intoned, opening the truck door. "Too far for him. Said the closest he can get us is Eastport."

Max sat Kayla in the truck, and Jimmy helped buckle her in. Max slide in next to her, brows furrowed in confusion.

"Eastport? Where the devil is Eastport?"

Jimmy only sneered, popping the truck's lighter and bringing it to the tip of his cigar stub, held firmly in his teeth.

"Idaho."

* * *

Ben hated the Silent Room. It reminded him too much of the closet back home, where his brother Jacob would hide Ben when their mother came home drunk and loud. And he felt especially bad that he had used the Silent Room on a kid like Peter. The boy seemed...well, not a total bastard, but certainly there was trouble there, behind those wide hazel eyes. Still...Ben had a community to lead now. He had responsibilities to see to, and this kid and his issues were a threat to all of that.

He turned the rusted handle, popping the door open and letting the main hall light diffuse slowly into the murky blackness. The boy was nowhere to be seen, the light cutting through the darkness like a torch. Ben stepped inside, letting his eyes adjust to the gloom, and heard scratching above him.

With a speed that defied his bulk, his hand reached up and closed down on a spindly narrow limb. Pulling down, he found himself holding Peter by the ankle, the boy squirming to be released.

"Stop yer wrigglin', kid. We're gonna settle this once and fer all."

Ben dragged Peter behind him by the leg – which proved rather difficult, as the boy kept anchoring himself to the floor by his fingertips, and eventually Ben just picked him up and slung him over his shoulder. Peter slammed his fists into Ben's back, and the large rust-orange golem had to admit, it stung a bit, something that surprised him. The kid was stronger than he looked, but Ben ignored the kid's tantrum, and carried him into a room, large and round with high-ceilings. He tossed Peter onto the ground, putting his hands on his hips. Peter looked around, and saw people looking down on the pair from rows of balconies just above them. He swallowed nervously, his mind running through one idea after another, all coming to the same conclusion.

This was an arena.

Ben looked up at the crowd of spectators.

"Youse all know what this is. We got us a troublemaker here. New guy doesn't want to learn the rules down here, likes causing problems. We all saw what happened earlier when him an' Johnny went at it, nearly torching everything we built down here.."

Another twinge of guilt hit Peter.

"Now, back when Callisto was in charge, she'da dragged him in here and slit his wizard and be done with it. Youse all remember when she tried that crap with me, when we first got here. She ain't in charge no more, an' I am, so we're gonna play this different."

Peter stood up, his eyes scanning the area for anyway out. He figured he could jump to the ceiling easily, but then what? He was surrounded by who knows how many people, most of them with abilities he wasn't familiar with, and he didn't want to fight through a mob of civilians just to save his own butt.

Ben loomed over Peter, burying him in a massive shadow, his arms crossed, his craggy jaw set.

"Alright, kid, here's the rules. If youse can beat me, then youse can leave. But if I beats ya, then youse gotta do what I say, got it?"

"I don't want to fight you, Captain Grimm!"

"Yeah, I wouldn't wanna fight me, neither. But it's too late fer that now, kid."

Ben opened up with a quick jab, sending Peter scrambling out of the path of the massive fist. The ground flaked away as Ben's hand cratered the brickwork. Peter aimed his hands, throwing up the metal-horns hand gesture and coating the floor and Ben Grimm's wrists in silver gossamer.

The stony behemoth tugged at his wrist, stuck to the floor, and rolled his eyes in exasperation.

"Oh ya gotta be kiddin' me! Who fights with Silly String?"

Peter stood up, his eyes wide with fear and trepidation. "Please, Captain, don't do this. Just let me go, and we can forget all abou-"

Peter had to wheel back out of range as Ben pulled his fist free, snapping the webbing and gouging the brick floor, and dropping like a hammer back into the stone. The stony giant looked curiously at the whisper-thin threads of silver webbing spiralling around his wrist.

"Kid, if this stuff is because a' puberty, I'm jes' gonna hafta break yer hands, jes' on principle."

With a grunt of effort, Ben threw himself into the air, crashing down on the spot where Peter had only a fraction of a second ago once cowered, fists like twin hammers shattering the floor.

Peter could feel the force of Ben's rocky fist impacting the masonry through his teeth, his eyes aching from the shock wave.

Johnny wove through the crowd of mutants, mutates, and other exotics, half-leaning over the balcony as he came to a stilted stop. Kurt leapt out, wrapping his tail around the nearby support strut, leaning into the void above the arena.

"We have to do something, fuzzy; Ben's going to squash the new kid!"

"I thought you didn't like him?"

"Well yeah, but that doesn't mean I want the little jerk smooshed!"

Kurt hopped back onto the balcony. "So what are you going to do?"

"Something I've never done before, fuzzy – use my brain."

Johnny turned back, pushing his way through the mob.

Peter ran around the makeshift fight-pit, dancing just out of range of Ben Grimm's massive hands. He stepped off of a support strut and into an aerial roll to avoid a low sweep, a large stony fist denting the concrete pillar. His skull was buzzing like a wasp's nest in a tumble dryer, prodding him left and right, always just a fraction of a step ahead of a complete splattering.

"Youse can't run forever, kid. Either surrender, or get ready ta actually fight back!"

The ground just ahead of Peter exploded as Grimm's solid fists crashed into it, sending the boy scattering to the ground. Tumbling head over heels, Peter slammed his ankle into an upturned brick,

yelping in pain. Ben Grimm, never one to abandon opprotunity when it presented itself, plucked Peter from the ground, and pinned him hard against a support pillar, leaning into him, pressing on his chest and forcing the air from his lungs. Peter's head swam, and his vision darkened.

"Anytime this gets too tough fer youse, kid, youse can always quit. We can get youse a nice room, put youse to work helping Doc Lykos. Youse'll be real happy down here with us."

Peter's head lolled on his shoulders limply, and he numbly placed his hands on the thick, granite fingers pushing him into the concrete support. Gritting his teeth, he pushed, slowly finding purchase in Grimm's craggy skin, forcing the behemoth's massive hand off his chest. A small foot leaned into the pillar, holding Peter in place for the final push, as he heaved Ben Grimm away from him, and like a shot, lept at the lapidarian giant and planted a fist hard into his jaw. The crowd watching gasped as their leader's head rocked backwards, Ben stumbling back several steps. He rubbed his chin, eyes wide open in surprise, and looked at Peter, now glaring defiance at Ben, his hands clenched tightly into fists.

Ben barely had time to react as Peter shot forward, striking at the massive golem's face with a blow like a shot from a cannon. The makeshift arena rang out with the sounds of flesh on stone, and the crowd gasped and murmured amongst themselves at the unfamiliar sight of their leader being on the short end of a conflict.

Peter moved like liquid shadow, melting from one position to the next like mercury. Within the space of heartbeats, he had moved from the floor to the wall to Ben's face, to the floor to Ben's legs, lifting them up with a low grunt of effort and tossing the stony giant fifteen feet up and thirty feet away. Ben crashed into the brick floor, the stones beneath him cracking under his mass.

Ben lifted his bulk from the splintered floor. The kid could throw a punch, when he needed to. His jaw actually hurt, a bit. He picked himself up, only to be pulled up off the floor. Twisting and flailing in midair, Ben looked up behind him, seeing a forest of silver threads dangling him from the ceiling.

"Alright, kid, youse had yer fun! Time ta finish this like men, mano a mano. Lemme down from here, ya bum!"

There was no sound when Peter flew into Ben, sending him swaying and swinging around the arena like a pendulum. The room spun below, and Ben felt his stomach knot up, and before he could collect his bearings, the boy made another pass, then another, and another, each time leaping at Ben, punching his square in the body, then leaping away as if he had never been there. Peter made six full passes, pelting Ben with his fists, when the webbing finally snapped, and Ben crashed into the floor again, this time shaking the room. He groaned, pulling his face from the broken brickwork, and rolled onto his back. His blue eyes squinted upwards at the light in the ceiling, and widened at the thin silhouette falling towards him. Peter landed on Ben's chest, his fist raised. With the arrogant snarl of youth, Peter dropped his fist like a hammer, and the crowd caught a collective gasp in their throats.

Peter's small hand was dwarfed in the massive palm of Ben Grimm's. Thick fingers clutched the boy by the fist, and pulled him up. Ben stood, holding Peter off the floor like he was teasing a cat with a piece of string.

"Dang, kid, you got some pepper in ya, but youse got a long way ta go before youse can take down Aunt Petunia's fav'rite nephew."

Peter tried to pry Ben's fingers open, but he froze in panic as Ben pulled his hand back, and slammed Peter hard into the floor, rattling the youth's brain. Peter's hands slumped free to his side, and Ben stood up proudly. He placed a foot on Peter's chest pinning him down, and the crowd counted out, "One! Two! Three!"

On 'Three!", Ben lifted his foot, and stooped to help Peter up.

"That's how we do things down here, kid. Fair an' square, not like the last boss in these parts."

Peter was sore, flushed with sweat, and confused. "D-did you just...beat me by pinfall?"

"Yeah, well...I usedta wrestle. It's better than how Callisto used ta run things, fightin' folks ta th' death. How's yer head? Youse took some good bumps there. Gave some good ones, too. Who taught ya how ta box?"

Peter turned beet red, rubbing the footprint buried into his chest. "My uncle...he tried to teach me, but...

I didn't stick with it. Didn't see the point. I guess I kept some of it."

Ben slung an arm over Peter's shoulder, pulling the boy close, and waved into the crowd. Doctor Lykos

slipped between the milling crowd of people, and approached the pair, examining Peter's eyes with a light, checking his ribs and limbs for breaks.

"The boy isss fine, Captain, but let'sss not do that again, hm?"

"Ehh, he's tough. He can take it."

Peter's vision swam, his head spinning with confusion. He staggered, leaning on Ben's shoulder, stopping the parade out of the arena. He clutched his head, trying to work through what had just happened. Ben turned back towards him.

"Kid? Youse okay?"

Peter nodded, uncertain if he was, in fact, okay.

"I just...wh-what the heck is going on here? I don't understand...you beat me, so now what?"

"We'll get ta that in a minute, kid. First, Doc here is gonna make absolutely sure yer egg ain't scrambled, and mebbe get some food inta youse. Then we can discuss it."

* * *

Peter blinked through Doc Lykos' light, as the pterodactyl-man checked his pupil dilation for signs of a concussion. A slap-dash heatpack had been taped to his shoulder, another on the small of his back, to reduce bruising from the impacts he took. The "food" that Ben had mentioned turned out to be some sort of corn porridge with bits of meat in it; Peter had been tempted to ask about the meat, but having seen 'Demolition Man,' could assume where folks living underground procured their meat and thought better of confirming his suspicions, for the benefit of his ever eating anything ever again.

Warm green fingers gently molded into Peter's tender head, searching for any signs of tenderness or fracture, and finding none.

"Well my boy, it ssseemss you've weathered the Captainsss fury quite well." Doctor Lykos' rasping hiss escaped his beaked mouth involuntarily, and Peter could see the subtle self-annoyance in the doctors furrowed brow.

"Ahem," his cough was harsh and cold, "you sssuffered sssome light bruisssing to your ribsss, but you should heal in a few daysss. No sssign of head trauma-" Peter winced in pain, "Yeah, tell that to my migrain, Doc."

Lykos continued, "-But you mussst be careful for at leassst forty-eight hoursss. No bashing your ssskull in until then, hm?"

Peter hopped off the table, the heatpack taped to his pack slipping off and falling to the floor.

"But that's how I spend all my weekends, Doc!"

Karl Lykos stared at Peter with his narrow yellow eyes, a single eyebrow arched in confusion. Peter rubbed his neck nervously.

"Well, the Captain asssked that you sssee him in hisss chambersss asss sssoon asss you can, ssso I sssuggest you not keep him waiting."

The tunnels leading from Doc Lykos' office cubicle to Ben's room were sparse and barely populated. Peter got the feeling that people were avoiding him, after his fight with Johnny. And he honestly couldn't blame them. Ben's chambers were candle-lit, and not very well-lit at that, and empty save for Ben, that old lady he thought was called AnnaSomethingOrOther, Johnny and Kurt, and that pink-skinned girl who started this whole nightmare – Jenny, or Jessie, or something, he couldn't quite remember. The hairs on the back of Peter's neck prickled up, and he could feel a discomforting heat rise in his face. He stood in the middle of the room, and nearly lurched to his knees, heaving dryly. The room spun, and he caught a glimpse of the old woman, just staring at his, her eyes seemingly the only light in the room.

"Enough a' that, Annalee. The kid ain't bein' punished."

Ben Grimm put a hand on Annalee's shoulder, and her eyes went dim, as dim as eyes should be, anyway, and the room stopped whirling about Peter's head, bringing his stomach down with it.

Ben picked Peter up, dusting off his back. "Well, ya are, but not like that. Fergive Annalee, kid; she's old school, hard to move on from how the old boss usedta run things."

Ben led Peter to a chair nearby, and the youth sat, uneasily. He sat up, his eyes clenched until he was certain he could open them again without retching.

"What the heck did she do to me?"

The old woman shrank back into the shadows, and Ben gave her a look, as if trying to calm some insult she had suffered. "She didn't do nothin', kid. She made ya think youse were dizzy. That's what she does, she plays with feelings and perception."

Peter's legs slowly solidified, and he raised his face to Bens.

"So...what now? I lost that-that fight, or whatever it was. You don't honestly think I'm just going to

give up though, do you? I won't stop trying to get out of here, no matter how many times you beat me down. So you'd either better kill me or-"

Ben rolled his eyes as Peter rambled on, about his willingness to fight on, his determination to return to the surface.

"Kid, shut up, hm? We ain't here fer that."

Johnny stepped forward, reminding Peter that he had been there the whole time.

"Ben, I'm as much to blame for what happened as Peter is, whatever you got in mind for him, I should get half the punishment, too."

"That's mighty swell a' ya, match-head. But couldya do me a favor an' shut up a minnit? Lemme talk, willya?"

Johnny shrank down. Peter stared at him in awe; they barely knew each other, and it wasn't so long ago they were trying to beat each other into paste, but here was Johnny, willing to take part of Peter's punishment as his own.

Ben cleared his throat.

"Kid, I believe youse when you say you'd rip this place up if we kept ya. Now, I kicked yer butt from here ta Yancy Street, an' I'll do it again if youse get outta line, but then what? We rebuild our shelters? Make these good folks panic whenever youse has a hissy-fit an' start throwin' a tantrum?

That ain't gonna work for me. For us."

Ben pulled out the stub of his cigar, and lit it, sucking it between his teeth for all it was worth.

"So, I'm sorry kid, but youse jes' ain't Morlock material."

He coughed into his hand. "Gotta make it all official an' stuff. Kid, fer th' crime a'...um...vandalism, an'

assault, an'...aw geez, fer all th' crap youse pulled since ya been here, I hereby sentence youse ta exile.

Jenny here will take ya back where she found ya, an' I don't never wanna see you in these tunnels again, understand?"

Peter stood up. He didn't even feel the smile stretch across his face, and even he was surprised when he launched himself at Ben Grimm, wrapping his arms around the big orange beast of a man. Ben looks down at Peter, uneasily, and tried to pry himself free of the youths grip.

"Awright, awright, knock it off, ya pisher. Geez, kids today."

Peter pulled back, his face burning with embarrassment. "Sorry. The moment, and all that."

He looked to the little pink girl off in the corner, playing with what was left of an old ragdoll.

"So...Jenny, right? You're the one who brought me here? And Mr. Grimm says you can bring me back, right?"

Jenny nodded, not looking at Peter.

"Not so fast, kid. We ain't quite done here."

Peter spun around, confused.

Ben turned his gaze to Johnny, who suddenly found his shoes the singular most fascinating thing he had ever seen, and was determined to memorize their every contour and line.

"Johnny...sorry, gotta be official. Jonathon Lowell Storm-" cue a choked snort of laughter from Peter, and a hot stare from Johnny; Ben ignored them and continued. "Jonathon Lowell Storm, for yer part in this whole disaster, I hereby sentence youse ta exile as well. Jenny will take youse to where Peter was last – that school a' his he mentioned, I think."

Johnny stared at Ben for long, arduous seconds, his mouth a gaping cavern of disbelief.

"B-Ben...what?"

Ben smiled, not a cruel smile, or a smug one, but one of a gentle older brother who was trying to say something kind, without saying anything that would be soft or too emotional. Johnny wiped at his eyes with his forearm, and swung Ben into a tight hug.

"Yeah yeah, hotfoot, I'mma miss you too. Now, grab yer stuff, an' get goin', huh? Didn't want you troublemakers down here anyway."

Johnny nodded, barely registering any deeper emotions, and bolted away, coming back two minutes later with a ratty and worn our sports bag slung over his shoulder. He stood by Peter awkwardly, bursting with excitement.

"Wait, he's coming with me?"

"Yeah, well youse were all on about that school a' yers, makin' a difference, bein' a place fer exotics like us. An' Johnny's been a pain in my tuchus since we got here. Kid needs some sunshine an' fresh air."

Peter looked over at Johnny, who had the dopiest smile on his face, and just shrugged. "Alright, I guess. Max'll just have to learn to like it, I guess."

Ben nodded, and looked to Johnny. "Be careful out there, match-head. No showboatin'. I don't wanna hear through th' grapevine that youse got yerself killed by Captain Goose-Stepper an' his pals, y'hear?"

Johnny nodded enthusiastically – _a_ _bit too enthusiastically,_ thought Peter – and Ben nodded to Jenny.

"You ready, cutie?"

The pink-skinned girl thought a moment, then nodded bravely. She looked up to Annalee, and took the old woman's hand. "It's okay, Annalee. You can do it now."

The old woman frowned grimly, and wiped a tear from her eye. She focused at the girl, who wrenched her face into a pained grimace, and let out a piercing shriek. Peter and Johnny winced, covering their ears, and clenching their eyes shut. Peter felt his stomach tighten and spin; his head began to buzz and a low droning sound consumed his hearing. He strained to keep to his feet, but found himself buckling under his own weight. His knees folded onto something soft and crisp, and he faintly picked up the scent of grass and light. His head dropped, and he found it resting uncomfortably on a sharp stick. Blinking his eyes open, he looked up, at the morning sky through the trees. The humming that had permeated his skull was now merely a maddening din in the distance, and a cool breeze washed over his skin.

Peter slowly sat up, waiting for his stomach to teleport back to Essex County with the rest of him. A foul taste filled his mouth, and he quickly lurched into the bushes to retch. As he spat out the last of whatever had been in his stomach, he heard a jubilant whooping behind him. He turned to see Johnny hugging a tree.

"Fresh damned air! Natural light! God, I hate the outdoors, but this is the sweetest thing I've ever seen!"

Peter stood up, smiling. "Yeah, it is."

Without warning, Johnny exploded upwards, taking the tree with him. His laughter and jetstream filled the air, and as he looped about hysterically in the sky, Peter scrambled to smother the flames of his celebration with what little webbing he had left.

* * *

Moira stared out the back window towards the woods behind the hospital, tapping out the cigarillo she held between her fingers. She turned from the window, kicking over the takeout containers littering the floor. She sighed, letting a silver haze of smoke flee from her lips.

 _Damn it, Peter, where the hell are you ?_

Moira swore to herself – or _at_ herself, it was all the same right now – and stubbed out the thin cigar. She heard a car pull up to the hospital outside, and in a reserved and dignified panic, tried to clean up the mess of her worry, the food containers she and Jessica had mercilessly slaughtered as they tried to puzzle out the mystery of Peter Parker's disappearance.

She stepped out the front door, to see a rusted out Jessica Jones' car return. Jessica stepped out of the vehicle, her hair a mess, her clothes faring little better, a manilla folder in her hands. Moira's eyes perked up hopefully.

"Anything?"

Jessica climbed the steps to the hospital, and handed Moira the folder.

"I spoke with the Essex County Sherrif, nice guy. Reminds me of that one actor, on that show with David Arquette's sister, she played a psychic? Anyway, guy's name is Richard Cutter – the Sherrif, not the actor. He tells me that yesterday a bunch of local hunters from the Hollow came in, saying they were attacked by exotics out near Hamilton County."

Moira's eyes narrowed. "Ah shit."

Jessica continued; "Now, these good-ol' boys were deeper into the booze than I get, so the Sherrif's writing it off as drunk hillbillies "sighted" Bigfoot again, but just a heads up, you might want to keep that kid on a shorter leash, if he ever shows up again."

Moira's face sunk, then perked up again, her eyebrows arched in confusion.

"Wait, the hunters didn't say what happened?"

"They don't _know_ what happened. They said a four or five exotics jumped them – more likely it was just Peter, and our Bubbas tripped over their own feet trying to get away from them – but four or five exotics jumped them, and they went running. After that, who knows, who cares, right?"

Moira flipped through the folder. "So what's this, then?"

"That, Doctor Kinross, is the only copy of their report. I figured you'd want the only bit of evidence that there was ever an exotic up here?"

Green eyes scanned the ramshackle and vague report, which read like a very tired secretary taking notation from a very drunk conspiracy theorist. "How did you get this?"

Jessica curled her lips into a smile, which Moira thought ill-suited her face.

"Like I said, Sherrif's a nice guy. I asked, _nicely_."

Moira stared at Jessica for a long while, utterly deadpan, until Jessica relented with a huff.

"Fine, I paid the clerk seventy bucks. Which is going on my invoice, by the way."

"Right, on top of two days, and your gas, and your food. God, I hope you take payment in the form of blood trans-"

Gleeful mad cackling broke off Moira's line, from somewhere above and behind the hospital. They ran around back, and saw what looked like a massive orange road flare, only engulfed entirely in flames, dancing in the sky. Smoke plumed up from the forest, and Moira slipped out of her shoes and broke into a frenzied run towards the scene. As she got closer, she heard a second voice from the trees, yelling up at someone. This second voice was all too familiar, and she had no surprise when she crested the trees and saw Peter, stamping out the last bit of fire.

"Peter Benjamin Parker! Where the bloody hell have you been these last two bloody days!?"

Peter nearly broke his neck jerking around. Moira was almost raspberry red with anger, storming towards him like the Terminator.

"Oh! M-Moira! Hi!"

"Do. Not. 'Hi.' Me. Where were you?"

The last wisp of flame finally flickered out, and Johnny yelped in pain high above. Peter tried to look for him in the treetops, but Moira physically brought his gaze back to hers. "Well?"

"Ah, that's kind of a long story. See, there was this girl and these hunters, and a lot of shooting and screaming and then me puking my guts out, next thing I know I'm being checked out by a pterodactyl and body-slammed by the Golem of Prague."

Moira only stared at Peter in disbelief.

"Peter, dear god, if you've been back here for forty-eight fucking hours getting stoned, I swear to god I will hurt you."

"Hang on, Moira, " Jessica's voice came from overhead. Both she and Peter craned their heads up to see Jessica floating down, wobbly and unsteady, holding Johnny's ear in a vice-like pinch. He was cursing up a minor storm, struggling to get away.

"Alright, playboys, you made me fly. I hate flying. I suck at it, I look like a goose with a bus taped to it's wing, and you made me do it. So spill, before I show you two jackasses what other powers the gods of 'Let's Fuck Up Jessica's Life' have blessed me with."

Johnny rubbed his reddened ear, wincing at the memory of the pain.

"No, no, it's alright, we'll tell. Just...don't grab our ears again. The hurt like hell, okay?"

* * *

Cold two day old Chinese was hardly Peter's favorite, but compared to the fare he'd had the last few days, it was mana from Heaven. He chewed the cold har lung woo, to which Johnny had added extra shrimp from his own container of dop voi, apparently not fond of them, as Moira rubbed her temples, trying to digest what the boys had told her.

"A civilization of exotics...living in the sewers."

Johnny swallowed a mouthful of sauteed vegetables. "Not sewers. It's some subway tunnels under the Waldorf."

Moira arched an eyebrow. "The hotel?"

"No," Peter intoned, "the Muppet."

Burning daggers returned Peter's sarcasm. "Don't be a wisearse, Peter, not today."

Johnny stifled a laugh, and Jessica stood away from the wall where she had leant herself.

"Okay, when we start dealing with subterranean superfolk, that is when I call it quits. Shit like that is why I mothballed the mask in the first place. Moira, I'll send you my bill...it won't have _too_ many decimal points, I think. And if something like this pops up again...get Colleen or Misty on it. I've had my fill of weird shit for a while. Cases like this make it hard to stay off the government's radar, you know?"

Before Moira could respond, Jessica Jones was out the door and in her car. As she vanished down the road, Moira stood up, and swept her hair back from her face. She stood up, and faced Johnny.

"And now you're my problem, hm? Well...Max had better hurry back from Canada and with our new instructor in tow, if you're to stay. I have a hard enough time with just Peter, apparently."

Johnny smirked, and tossed his empty food carton into the trashbin in the far corner.

"Hey, no problem, I can help you keep him in line, if you want."

Peter shot him a dark look. "I remember our fight underground a bit differently than you do."

Johnny stood up to the challenge, standing nose-to-nose with Peter. "I got more room to maneuver up here now, son. Maybe you want a rematch?"

Moira pulled both boys by the ear, shouting at them shrilly.

"There will be none of this nonsense! Now, the two of you, to bed!"

Peter protested, or tried to; "But there aren't any-"

"Sleeping bags are upstairs, pick one and use it! Tomorrow we have contractors coming in to inspect the building, and I want the three of us up early and gone when they get here!"

She chased the boys upstairs, and they trudged along reluctantly.

Moira shook her head as the boys vanished from sight.

"Max, ye daft Hungarian bastard, you'd better hurry back."

* * *

The air rippled along the moonlit stretch of the I-95 highway. A small pack of wirey, emaciated coyotes ducked back into the underbrush as, with a wet drumming sound, a red, rusted pickup truck simply _happened_ out of nothingness, a tall, bald man in a long black coat sitting in the truck bed. When the truck stopped humming metallically, he hopped off, and walked to the driver-side window.

"This is your stop, Jim. Sorry I couldn't get you any closer, but three people and a truck is...well, you're lucky I got you over the border."

Jimmy Howlett nodded, and offered his hand through the window to the bald man, who took it and shook it firmly.

"It's alright, Telly, ya did what ya could. Now, where the blazes are we, and which way is New York?"

Telly looked around, rubbing his neck. "Shit, I'd say this is the I-95 in Boundary County. You go south, you'll get to Bonner's Ferry. Go east, and it's Moyie Springs. And New York is a full forty-one hours east-by-south-east. And don't worry about locals getting twitchy about exotics. It's pretty much Deliverance: The Home Game out here, but Ruby Ridge was in these parts, so it's not likely that anyone is going to be calling the Feds on you."

Jimmy nodded, and Telly took a step back from the truck. "Well, I'll let you three get to it, then. Jimmy, watch your ass, hm?"

"Every damned day of my life, Tell."

Telly nodded his head, and simply wasn't there anymore; no pop, no distortion or flash of light, merely an absence of him. Max lay his head against the warm and sticky leather seat of the truck, sighing.

"I'm making so many new friends today."

Kayla nestled her head against her husband, as Jimmy put the truck into gear, and started down the long, empty Idaho road.

* * *

The grass was wet between her toes as she scrambled down the slope, ignoring the sharp twigs and thick roots poking and clubbing her feet in her passing. The forest canopy gave way to sporadic spears of ghostly moonlight, lighting her way as she followed the pungent, dying scent of skin oil and sweat southward. The dewy mud made her feet slip in the cool grass, and more than once she skinned her knee against the forest floor. A gust of hard wind hit her face like a wall, carrying with it a thick haze of spoor, the scent she was tracking. He was near.

She scrambled through the underbrush, pushing aside sharp branches and slick rocks. The haze of scent was thicker, like water, pushing against her sinuses as she swam through the miasma of her quarry. Finally, in a low guttural hiccup, she stopped.

He moaned in pain. His legs lay under him, twisted at disturbing angles. The torn circuitry of his armour blitzed and sparked madly, and his face was a large purple bruise. Blood coursed from his mouth and nose, and when he looked up at her with his swollen, bruised eyes and smiled, teeth fell limply from their sockets.

"I knew it would be you. I knew. I knew the minute they gave you to us, it would be you."

She didn't understand him. His words were just static to her ears. No orders, none of the control words the men in white coats used to put her to sleep, to make her compliant. But she recognized the voice, the tone. He was the one that hurt her. Drove hooks under her skin. Put the collar on her neck, the one that made the bright light and the burning smell when she didn't obey. The one who made her scream by pulling on her bones, threatening to tear them out of her body.

She remembered him.

Her lips curled into a feral grimace, and her fingers tensed into talons, forming a half-fist. She screeched, and with a loud expulsion of blood, twin blades of sharp metal ripped from her hands.

He smiled, couging up a gout of blood. "I knew it."

She roared, and lunged forward, burying her claws in his throat, slashing away at him until his chest ripped open. His heart landed somewhere in the darkness, cut free from it's thoracic prison. His head rolled downhill, and wouldn't stop for another twelve meters, landing in a stream at the bottom of the hill.

Her quarry laid torn open underneath her. She stood up on her spindly, spider-thin legs, cooling blood running down her naked body. With a snort, she threw her head back, and howled at the sky, before vanishing into the woods again. She had to find the other scent, the other man. She knew him, too.

But the thoughts in her head were jumbled, confused. Did she want to tear him open, like she did James MacDonald, or did she want to curl up at his feet and sleep? The small, sliver-thin fragment of her mind that still could rationalize, merely supposed she would have to find him, to find out.


End file.
